Lady Be Good

Eleanor Powell as Marilyn Marsh Ann Sothern as Dixie Donegan Crane Robert Young as Edward 'Eddie' Crane Lionel Barrymore as Judge Murdock John Carroll as Buddy Crawford Red Skelton as Joe 'Red' Willet Virginia O'Brien as Lull Tom Conway as Mr. Blanton Dan Dailey as Bill Pattison (as Dan Dailey, Jr.) Reginald Owen as Max Milton Rose Hobart as Mrs. Carter Wardley Phil Silvers as Master of Ceremonies Bess Flowers as Banquet Guest at Max's Table (uncredited) Connie Russell as The Singer

George Gershwin Music Ira Gershwin Music Cedric Gibbons Art Direction George J. Folsey Director of Photography Douglas Shearer Sound Director Edwin B. Willis Set Decoration Adrian Costume Designer Sydney Guilaroff Hairstylist George Stoll Music Director Norman Z. McLeod Director Busby Berkeley Director George Gershwin Songs Ira Gershwin Lyricist