
After losing nearly all of an inheritance to taxes, sisters Kay and Barbara Latimer, waitresses at a drive-in restaurant in Texas, scheme to find rich husbands. With the aid of their aunt Susan, the sisters take the last of their money and head to a well-known Miami resort where they soon meet two wealthy young men, Phil and Jeff, who begin a fierce rivalry for Kay, not realizing that Barbara has fallen in love with one of them.
Cast

Don Ameche
Phil O'Neil (Credits) / Phil 'Mac' McNeil

Betty Grable
Kathryn 'Kay' Latimer, also called Miss Adams

Robert Cummings
Jeffrey 'Jeff' Boulton II

Jack Haley
Jack O'Hara

Carole Landis
Barbara Latimer, aka Miss Sears

Charlotte Greenwood
Aunt Susan 'Sue' Latimer

Cobina Wright
Connie Fentress

Lynne Roberts
Jennie May

Robert Conway
Mr. Lester

George Lessey
William 'Willie' Boulton

Jack Cole
Specialty Act

Robert Greig
Brearley, Boulton's Butler

Minor Watson
Mr. Jim Reynolds

Fortunio Bonanova
Mr. Pretto, the Hotel Manager

George Humbert
Texas Tommy Cafe Proprietor

Spencer Charters
Joe, the Postman

Gino Corrado
Boulton's Chef (uncredited)

Hermes Pan
Kay's Dance Partner in Conga Number (uncredited)
Crew

Walter Lang
Director
Lynn Starling
Adaptation

George Seaton
Adaptation
Vincent Lawrence
Screenplay
Brown Holmes
Screenplay
Walter Thompson
Editor
Allen M. Davey
Director of Photography

Leon Shamroy
Director of Photography
J. Peverell Marley
Director of Photography
Darryl F. Zanuck
Executive Producer
Harry Joe Brown
Producer

Travis Banton
Costume Design
Arthur von Kirbach
Sound
Roger Heman Sr.
Sound
Leo Robin
Original Music Composer, Lyricist
Ralph Rainger
Original Music Composer, Lyricist
Thomas Little
Set Decoration

Hermes Pan
Choreographer
Stephen Powys
Theatre Play
Wiard B. Ihnen
Art Direction
Richard Day
Art Direction



















