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Cast

• Victor Moore
  as Pop Webster
• Betty Hutton
  as Polly Judson
• Eddie Bracken
  as Jimmy Webster
• Anne Revere
  as Sarah
• Walter Abel
  as Frisbee
• Cass Daley
  as Mimi
• Gil Lamb
  as Hi-Pockets
• Edward Fielding
  as Mr. Freemont
• Edgar Dearing
  as Mac
• Eddie 'Rochester' Anderson
  as Specialty
• Katherine Dunham
  as Dancer
• William Haade
  as Duffy
• Maynard Holmes
  as Sailor
• James Millican
  as Sailor
• Ed Johnson
  as Tommy
• Slim and Slam
  as Themselves
• Irving Bacon
  as Farmer 'Old Glory' number
• William Bendix
• Gladys Blake
  as Liz
• Karin [Katharine] Booth
  as Kate
• Virginia Brissac
  as Lady from Iowa 'Old Glory'
• Rod Cameron
  as Petty Officer
• Macdonald Carey
  as Louie the Lug
• Don Castle
• Walter Catlett
• Chester Clute
  as Bob Hope Skit
• Jerry Colonna
  as Specialty
• Bing Crosby
  as Himself
• Gary Crosby
  as Himself
• Boyd Davis
  as Capt. Kingsley
• Albert Dekker
• Eddie Dew
  as Petty Officer
• Dona Drake
• Ellen Drew
• Frank Faylen
  as "Black Magic" Number
• Eva Gabor
• Frances Gifford
• Paulette Goddard
  as Specialty
• The Golden Gate Quartet
  as "Dreamland" Number
• Dorothy Granger
  as Officer
• Lynda Grey
  as Girl
• Susan Hayward
  as Genevieve
• Sterling Holloway
  as "Sweater Sarong and Peek-a-Boo Bang" Num...
• Bob Hope
  as Guest
• Johnny Johnston
• Cecil Kellaway
• Victor Laplace
• Alan Ladd
  as Scarface
• Veronica Lake
  as Herself
• Dorothy Lamour
  as Herself
• Arthur Loft
  as Casey
• Richard Loo
  as Hirohito
• Jimmy Lydon
• Diana Lynn
• Fred MacMurray
• Eddie Marr
  as "Old Glory" Number
• Mary Martin
• Matt McHugh
  as Man from Brooklyn 'Old Glory'
• Lorraine Miller
• Frank Moran
  as Man with Sturges
• Lynne Overman
  as Card-playing Skit
• Mabel Paige
• Barbara Pepper
• Jean Phillips
• Paul Porcasi
  as Mussolini
• Robert Preston
  as Guest
• Marjorie Reynolds
  as Specialty
• Betty Jane Rhodes
• Sherman Sanders
  as "Swing Shift" Number
• John Shay
  as Sentry
• Charles Smith
• Woody Strode
  as "Smart As a Tack" Number
• Franchot Tone
  as Guest
• Arthur Treacher
• Ernest Truex
  as "Priorities" Number
• Vera Zorina
  as Specialty
• Cecil B. DeMille
  as Himself
• Jack Hope
• Ray Milland
  as Guest
• Ralph Murphy
  as Himself
• Dick Powell
  as Specialty
• Preston Sturges
  as Himself
• Tom Dugan
  as Adolf Hitler
• Jack Roberts
  as Assistant Director
• Maxine Ardell
• Marjorie Deanne
• Alice Kirby
• Peter Potter
  as Georgia boy 'Old Glory' number
• Barney Dean
• Frederic Henry
• Christopher King
• Donivee Lee
• Marcella Phillips
  as Finale
• Susanna Foster
• Keith Richards (II)
  as Officer
• Keith Richards (I)

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