"The ups and downs in the lives and careers of a group of ambitious young actresses and show girls from disparate backgrounds brought together in a theatrical hostel."
Katharine Hepburn
as Terry Randall
Ginger Rogers
as Jean Maitland
Adolphe Menjou
as Anthony Powell
Gail Patrick
as Linda Shaw
Constance Collier
as Miss Luther
Andrea Leeds
as Kay Hamilton
Samuel S. Hinds
as Henry Sims
Lucille Ball
as Judith
Franklin Pangborn
as Harcourt
William Corson
as Bill
Pierre Watkin
as Carmichael
Grady Sutton
as Butch
Frank Reicher
as Stage Director
Jack Carson
as Mr. Milbanks
Phyllis Kennedy
as Hattie
Eve Arden
as Ève
Ann Miller
as Annie
Margaret Early
as Mary Lou
Jean Rouverol
as Dizzy
Elizabeth Dunne
as Mrs. Orcutt
Norma Drury
as Olga
Betty Jane Rhodes
as Ann
Peggy O'Donnell
as Susan
Jan Wiley
as Madeline
Katharine Alexander
as Cast of Stage Play
Ralph Forbes
Mary Forbes
Huntley Gordon
Frances Gifford
as Mary McGuire (uncredited)
Theodore von Eltz
as Elsworth (uncredited)
Lynn Gabriel
as Tony (uncredited)
Fred Santley
as Dukenfield (uncredited)
Theodore Kosloff
as Dance Instructor (uncredited)
Harry Strang
as Chauffeur (uncredited)
Al Hill
as Taxi Driver (uncredited)
Max Wagner
as Baggage Man (uncredited)
Florence Wix
as Theatregoer (uncredited)
Bert Stevens
as (uncredited)
D'Arcy Corrigan
Pamela Blake
Mary Bovard
Lynton Brent
Jack Gardner
Jack Gargan
Diana Gibson
Lynda Grey
Ben Hendricks Jr.
Vicky Joyce
Julie Kingdon
Ada Leonard
Jack Montgomery
Gerda Mora
Philip Morris
Edmund Mortimer
George Nardelli
Bob Perry
Jack Rice
Jack Richardson
Larry Steers
Mary Stewart
Josephine Whittell
Pandro S. Berman
Producer
Gregory La Cava
Director
Robert De Grasse
Director of Photography
Morrie Ryskind
Screenplay
Anthony Veiller
Muriel King
Costume Design
William Hamilton
Editor
Van Nest Polglase
Art Direction
Carroll Clark
Assistant Art Director
Edna Ferber
Theatre Play
George S. Kaufman
Roy Webb
Music Director
John L. Cass
Sound Recordist
Darrell Silvera
Set Dresser