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| Dick Powell | Dick Curtis |
| Gloria Stuart | Ann Prentiss |
| Adolphe Menjou | Nicoleff |
| Glenda Farrell | Betty Hawes |
| Grant Mitchell | Louis Lamson |
| Dorothy Dare | Arline Davis |
| Alice Brady | Mrs. Prentiss |
| Frank McHugh | Humbolt Prentiss |
| Hugh Herbert | T. Mosley Thorpe |
| Winifred Shaw | Winny |
| Joseph Cawthorn | Schultz |
| Ramon & Rosita | |
| Matty King | Specialty Dancer |
Mrs. Mathilda Prentiss arrives at a summer resort with her daughter, Ann and son, Humbolt to put on the annual charity show. Ann is engaged to eccentric millionaire T. Mosley Thorpe, who ignores her. To escort her daughter for the summer, Mathilda hires hotel desk clerk Dick Curtis, whose fiancée, Arlene, doesn't mind. Dick falls for Ann, Humbolt falls for Arlene, and the show's an expansive success.
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