"An entertainer in Rio impersonates a wealthy aristocrat. When the aristocrat's wife asks him to carry the impersonation further, complications ensue."
Alice Faye
as Baroness Cecilia Duarte
Don Ameche
as Larry Martin / Baron Manuel Duarte
Carmen Miranda
as Carmen
S.Z. Sakall
as Arthur Penna
J. Carrol Naish
as Machado
Curt Bois
as Felicio Salles
Leonid Kinskey
as Monsieur Pierre Dufond
Frank Puglia
as Pedro, Manuel's Valet
Maria Montez
as Inez
Georges Renavent
as Ambassador
Fortunio Bonanova
as Pereira, the Headwaiter
Gino Corrado
as Stock Exchange Clerk (uncredited)
Bess Flowers
as Nightclub Extra (uncredited)
Lillian Porter
as Luiza, Cecilia's Maid
Eddie Conrad
as Alfonso, Larry's Dresser
Poppy Wilde
as Model
Irving Cummings
Director
Rudolph Lothar
Theatre Play
Hans Adler
George Seaton
Screenplay
Bess Meredyth
Hal Long
Jessie Ernst
Adaptation
Darryl F. Zanuck
Producer
Ray Rennahan
Director of Photography
Leon Shamroy
Walter Thompson
Editor
Richard Day
Art Direction
Joseph C. Wright
Thomas Little
Set Decoration
Travis Banton
Costume Design
Hermes Pan
Choreographer