During the Great Depression, all Broadway shows are closed down. A group of desperate unemployed showgirls find hope when a wealthy songwriter invests in a musical starring them, against the wishes of his high society brother. Thus start Carol, Trixie and Polly's schemes to bilk his money and keep the show going.
| Directing | Mervyn LeRoy | Director |
| Writing | David Boehm | Dialogue |
| Writing | Erwin S. Gelsey | Screenplay |
| Writing | Ben Markson | Dialogue |
| Production | Robert Lord | Producer |
| Writing | James Seymour | Screenplay |
| Editing | George Amy | Editor |
| Crew | Busby Berkeley | Choreographer |
| Production | Jack L. Warner | Producer |
| Camera | Sol Polito | Director of Photography |
| Art | Anton Grot | Art Direction |
| Production | Raymond Griffith | Associate Producer |
| Writing | Avery Hopwood | Theatre Play |
| Sound | Leo F. Forbstein | Conductor |
| Sound | Al Dubin | Original Music Composer |
| Sound | Harry Warren | Original Music Composer |
| Writing | Al Dubin | Lyricist |
| Writing | Harry Warren | Lyricist |
| Costume & Make-Up | Orry-Kelly | Costume Design |
| Directing | Busby Berkeley | Director |
