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 Aspiring impresario Steve Raleigh has managed to secure financing for his latest Broadway show from Herman Whipple of Whipple Ice Cream Suckers fame. It is not until later where Steve learns the person who has the final say in the Whipple household is Whipples wife, former chorus girl Caroline Whipple. What could kibosh that funding is Steves determination to hire Sally Lee as the star of the show. She, just having arrived in New York, who has no name in the business, but who he believes is the best dancer he has ever seen in spying an impromptu performance. In addition to saving money as opposed to hiring someone with a name, Steve would admit that he is attracted to Sally. Steve, Sally, and a collection of new friends and potential performers in the show (including ex-vaudevillians Sonny Ledford and Peter Trot, theatrical rooming house operator and former Broadway performer Alice Clayton who also acts as the stereotypical stage mother to her teenage daughter Betty Clayton, and father and son Greek barbers George and Nicki Papaloopas, the latter who has a penchant for the Italian arias) try to secure that financing with a little help from Stargazer, Mrs. Whipples racehorse who was raised by Sally.
 
		 Robert Taylor 
 Steve Raleigh
 
		 Eleanor Powell 
 Sally Lee
 
		 George Murphy 
 Sonny Ledford
 
		 Binnie Barnes 
 Caroline Whipple
 
		 Buddy Ebsen 
 Peter Trot
 
		 Sophie Tucker 
 Alice Clayton
 
		 Judy Garland 
 Betty Clayton
 
		 Charles Igor Gorin 
 Nicki Papaloopas
 
		 Raymond Walburn 
 Herman Whipple
 
		 Robert Benchley 
 Duffy
 
		 Willie Howard 
 The Waiter
 
		 Charley Grapewin 
 James K. Blakeley
 
		 Robert Wildhack 
 The Sneezer
 
		 Billy Gilbert 
 George Papaloopas
 
		 Barnett Parker 
 Jerry Jason
 
		 Helen Troy 
 Emma Snipe
 
		 King Baggot 
 Magazine Stand Proprietor
 
		 Monica Bannister 
 Girl at Hamilton Brown's Casting Office
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