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Tommy Williams desperately wants to get to Broadway, but as he is only singing in a spaghetti house for tips he is a long way off. He meets Penny Morris, herself no mean singer, and through her gets the idea to promote a show to send orphaned children on a country holiday. But he is only using the kids to get on himself, which Penny soon realises. With his romance off, an engagement in Philadelphia he can't get to, and, indeed, war in Europe, life can be difficult.

Cast

Mickey Rooney	(Tommy 'Tom' Williams)
Judy Garland	(Penny Morris)
Fay Bainter	(Miss 'Jonesy' Jones)
Virginia Weidler	(Barbara Josephine 'Jo' Conway)
Ray McDonald	(Ray Lambert)
Richard Quine	(Morton 'Hammy' Hammond)
Donald Meek	(Mr. Stone)
Alexander Woollcott	(Himself - Town Cryer Radio Show)
Luis Alberni	(Nick)
James Gleason	(Thornton Reed, Theatrical Producer)
Emma Dunn	(Mrs. Williams)
Frederick Burton	(Mr. Theodore Morris)
Cliff Clark	(Inspector Moriarity)
William Post Jr.	(Woollcott's Announcer)
St. Luke's Episcopal Church Choristers	()
The Debutantes	()
The Music Maids	()
The Notables	()
The Peter Brothers	()
Stafford Quartet	()
Carl Stockdale	(Man (scenes deleted))
Stop Look and Listen Trio	()
The Uptowners	()
Rene Austin	(Elinor Downing, War Refugee (uncredited))
Dick Baron	(Butch (uncredited))
Barbara Bedford	(Mrs. Crainen, the Matron (uncredited))
Robert Bradford	(Tenor in 'Bombshell From Brazil'...)

Dick Davis	(Soloist in Main Title Song (uncredited))
Lester Dorr	(Reed's Writer (uncredited))
Jeanie Dunn	(Soloist in Main Title Song (uncredited))
Maxine Flores	(Pitt-Astor Girl (uncredited))
Ava Gardner	(Pitt-Astor Girl (uncredited))
Tom Hanlon	(Short Wave Radio Man (uncredited))
Richard Haydel	(Extra in Acting Group (uncredited))
Arthur Hoyt	(Little Man Entering Nick's (uncredited))
Sheldon Kelsey	(Comedy 'Horse' Act (uncredited))
William A. Lee	(Shorty, Pitt-Astor Waiter (uncredited))
Jack 'Tiny' Lipson	(Hefty Customer at Nick's (uncredited))
Sidney Miller	(Tony (uncredited))
Six Hits and a Miss	(Singing Group (uncredited))
Dorothy Morris	(Pitt-Astor Girl (uncredited))
George Noisom	(Extra in Acting Group (uncredited))
Margaret O'Brien	(Maxine, Little Girl at Audition...)
Sidney Pepple	(Solist in Main Title Song (uncredited))
Jean Porter	( (uncredited))
Donna Reed	(Jonesy's Secretary (uncredited))
Anne Rooney	(Jenny (uncredited))
Shimen Ruskin	(Excited Russian (uncredited))
Roger Steele	(Robert Phillips, War Refugee...)
Charles Wagenheim	(Reed's Composer (uncredited))
Annalee Waller	( (uncredited))
Bryant Washburn	(Reed's Director (uncredited))
Douglas Wright	(Comedy 'Horse' Act (uncredited))
Joe Yule	(Mason, Aide to Reed (uncredited))