
An aspiring actress is offered the lead in a major new play, but discovers that her mother, a more seasoned performer, expects the same part. The situation is further complicated when they both become involved with the same man.
Cast

Deanna Durbin
Pamela Drake

Kay Francis
Georgia Drake

Walter Pidgeon
John Arlen

Eugene Pallette
Gov. Allen

Henry Stephenson
Capt. Andrew

Cecilia Loftus
Sara Frankenstein

Samuel S. Hinds
Sidney Simpson

Lewis Howard
Fred 'Freddie' Miller

S.Z. Sakall
Carl Ober

Fritz Feld
Oscar, the Headwaiter

Virginia Brissac
Miss Holden

Romaine Callender
Evans

Joe King
First Mate Kelly
Mary Kelley
Governor's Wife

Eddie Polo
Quarter Master
Harry Owens
Royal Hawaiians Orchestra Leader

Charles Lane
Mr. Horner (uncredited)

Eddie Acuff
Ship's Steward (uncredited)
Mark Anthony
Officer (uncredited)

John Arledge
Newcomer on Ship (uncredited)

Leon Belasco
Captain of Waiters (uncredited)

John Daheim
Sleepy-Eyed Man (uncredited)
Linda Deane
Young Girl (uncredited)

Anna Demetrio
Gertie - the Cook (uncredited)
Virginia Engels
Young Girl (uncredited)
Jennifer Gray
Cable Office Girl (uncredited)

Anne Gwynne
Society Girl (uncredited)

Kenner G. Kemp
Party Extra (uncredited)
Eddie Lee
Rookie - Captain Andrew's Servant (uncredited)

Fay McKenzie
Young Girl (uncredited)

Louis Natheaux
Party Guest at Buffet Table (uncredited)

David Oliver
Officer (uncredited)
Randy Oness
Singer in Harry Owens and His Royal Hawaiians (uncredited)
William Ruhl
Ship's Officer (uncredited)

Phyllis Ruth
Young Girl (uncredited)
Mary Shannon
Wardrobe Mistress (uncredited)

Landers Stevens
Business Executive in Arlen's Office (uncredited)

Suzanne Ridgway
Party Extra (uncredited)
Crew
Joe Lapis
Sound Technical Supervisor

William A. Seiter
Director

Norman Krasna
Screenplay
Ralph Block
Story
Frederick Kohner
Story
Jane Hall
Story
Bernard W. Burton
Editor
Joseph A. Valentine
Director of Photography
Frank Shaw
Assistant Director
Vernon Keays
Assistant Director

Joe Pasternak
Producer
Roswell A. Hoffmann
Assistant Camera
Vera West
Costume Design
Martin Obzina
Assistant Art Director
Bernard B. Brown
Sound Supervisor
Charles Previn
Music Director

Pinky Tomlin
Songs

Frank Skinner
Songs
Eddie Cherkose
Songs

Leon Belasco
Songs
Jacques Press
Songs
Ralph Freed
Lyricist
Harry Tobias
Lyricist
Russell A. Gausman
Set Decoration
Jack Otterson
Art Direction
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