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Jeanette Loff as Blonde #2 (uncredited) Robert Montgomery as Jonathan 'Lucky' Wilson Elizabeth Patterson as 'Ma' Miller C. Henry Gordon as Tony Berrelli (the Boss) Edward Brophy as Det. Britt Henry Armetta as Shuman Poppy Wilde as Nightclub Patron (uncredited) Harold Huber as Dr. Warner Mickey Rooney as William 'Willie' Miller Herman Bing as Jake Louise Henry as Lilly, singer Maureen O'Sullivan as Pauline Miller Edward Arnold as Det. Lt. 'Mac' MacCarthy Whitford Kane as Henry Miller Muriel Evans as 'Baby'

Hunt Stromberg Producer David Townsend Assistant Art Director Douglas Shearer Sound Director Frances Goodrich Screenplay W.S. Van Dyke Producer, Director Cedric Gibbons Art Direction Edwin B. Willis Assistant Art Director Mauri Grashin Story, Writer Albert Hackett Screenplay