
Flying Tiger Fred Atwell sneaks away from his famous squadron's personal appearance tour and goes incognito for several days of leave. He quickly falls for photographer Joan Manion, pursuing her in the guise of a carefree drifter.
Cast

Fred Astaire
Fred Atwell (Fred Burton)

Joan Leslie
Joan Manion

Robert Benchley
Philip 'Phil' Harriman

Robert Ryan
Reginald Fenton

Elizabeth Patterson
Mrs. Fisher

Marjorie Gateson
Canteen Hostess

Freddie Slack
Freddie Slack - Leader of His Orchestra

Bobby Barber
Canteen Waiter (uncredited)

Eric Blore
Jackson - Phil's Butler (uncredited)

Neil Hamilton
Navy Officer on Train (uncredited)

Olin Howland
Driver (uncredited)

Paul Hurst
Dock Foreman (uncredited)

Clarence Kolb
Harvey J. Sloan (uncredited)

Peter Lawford
Naval Commander (uncredited)

Frank McLure
Officer at Dinner (uncredited)

Clarence Muse
Colonial Club Doorman (uncredited)

Amelita Ward
Southern Girl (uncredited)
Anne G. Sterling
Woman in Canteen

Ella Mae Morse
Singer (uncredited)
Jack Carr
Customer
Edna Harris
Salesgirl (uncredited)
Dorothy Kelly
Unknown
Crew

Edward H. Griffith
Director
Lynn Root
Screenplay
Frank Fenton
Screenplay
Roland Gross
Editor
Russell Metty
Director of Photography
Ruby Rosenberg
Assistant Director
David Hempstead
Producer
Sherman Todd
Associate Producer
Renié
Costume Design
Mel Berns
Makeup Artist
James G. Stewart
Sound Re-Recording Mixer
Richard Van Hessen
Sound Recordist

Vernon L. Walker
Special Effects

Harold Arlen
Original Music Composer, Songs

Leigh Harline
Music Director

Johnny Mercer
Lyricist
Claude E. Carpenter
Set Decoration
Darrell Silvera
Set Decoration

Fred Astaire
Choreographer

Albert S. D'Agostino
Art Direction
Carroll Clark
Art Direction



















