The Great Elmer and Company, two out-of-work magicians, help lovelorn Jerry Bronson adopt Spanky Milford, to distract him. When Bronson makes up and elopes, the pair are stuck with the little boy. But Spanky inherits a Kentucky fortune, so they head south to Banesville, where the Milfords and Wakefields are conducting a bitter feud.
Cast
Bert Wheeler
Willie Doyle
Robert Woolsey
Elmer Dugan
Mary Carlisle
Gloria Wakefield
George McFarland
Spanky Milford
Noah Beery
Colonel Wakefield
Lucille La Verne
Aunt Hannah Milford
Willie Best
Buckshot (as Sleep 'n' Eat)
Margaret Dumont
Mrs. Baxter
Louis Mason
Judge Ezra Milford
Paul Page
Jerry Bronson
Frank McGlynn Jr.
Jeff Wakefield
Richard Alexander
Hank Wakefield
William Pawley
John Wakefield
Harry Bernard
Destitute Man (uncredited)
Edgar Dearing
Policeman (uncredited)
Dorothy Granger
Ethel, Baxter's Secretary (uncredited)
Roger Gray
The Moonshiner (uncredited)
Harrison Greene
Aloysius T. Guilfoyle, Lawyer (uncredited)
Charlie Hall
Cigarette Stand Owner (uncredited)
Otto Hoffman
Henry, Banesville Station Agent (uncredited)
Donald Kerr
Bronson's Chauffeur (uncredited)
John Larkin
Jackson, Wakefield's Servant (uncredited)
Frank O'Connor
Police Officer (uncredited)
Clarence Wilson
Mr. Peck, Lawyer (uncredited)
Crew
George Stevens
Director
Bert Kalmar
Screenplay, Story, Lyricist
Harry Ruby
Screenplay, Story, Songs
Fred Guiol
Screenplay
James B. Morley
Editor
Edward Cronjager
Director of Photography
Jean Yarbrough
Assistant Director
Merian C. Cooper
Executive Producer
Lee S. Marcus
Producer
H.N. Swanson
Associate Producer
Rufus Le Maire
Casting
Walter Plunkett
Costume Design
Mel Berns
Makeup Department Head
Kenneth C. Wesson
Sound Effects Editor
Philip Faulkner Jr.
Sound Recordist
Cecil Shephard
Foley Editor
Roy Webb
Original Music Composer, Music Director
Darrell Silvera
Set Decoration
Ralph Wildman
Grip
Perry Ferguson
Art Direction
Van Nest Polglase
Art Direction
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