Melody Cruise

Marjorie Gateson as Mrs. Wells Helen Mack as Laurie Marlowe Greta Nissen as Elsa Von Rader Chick Chandler as Hickey June Brewster as Zoe Betty Grable as First Stewardess (uncredited) Charles Ruggles as Pete Wells Phil Harris as Alan Chandler Shirley Chambers as Vera Florence Roberts as Miss Potts

Walter Plunkett Costume Design Vernon L. Walker Special Effects Max Steiner Original Music Composer Hermes Pan Choreographer Mark Sandrich Director, Screenplay Merian C. Cooper Executive Producer