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| Eleanor Powell | Nora Paige |
| James Stewart | Ted Barker |
| Virginia Bruce | Lucy James |
| Una Merkel | Jenny Saks |
| Sid Silvers | 'Gunny' Sacks |
| Frances Langford | Peggy Turner |
| Raymond Walburn | Captain Percival Dingby |
| Alan Dinehart | James McKay |
| Buddy Ebsen | 'Mush' Tracy |
| Juanita Quigley | Sally Saks |
| Reginald Gardiner | Policeman |
| Barnett Parker | Floorwalker |
This musical follows the story of Nora Paige, a dancer, and Ted Barker, a sailor. When Ted meets Nora, he knows that he has fallen in love. But after he rescues a Pekinese dog belonging to rival dancer Lucy James, Ted is caught in a media mix-up when pictures surface of him and Lucy. If Ted wants to clear his image and win the love of his life, he must dance and sing his way back into Nora's heart.
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