Sailors and spies mingle in between the acts at Hattie's nightclub in the Canal Zone.
| Directing | Norman Z. McLeod | Director |
| Writing | Jack McGowan | Screenplay |
| Writing | Wilkie C. Mahoney | Screenplay |
| Production | Arthur Freed | Producer |
| Writing | Joseph Schrank | Story |
| Writing | Mary C. McCall, Jr. | Story |
| Writing | Lillie Messinger | Story |
| Writing | Vincente Minnelli | Story |
| Sound | George Stoll | Music Director |
| Camera | George J. Folsey | Director of Photography |
| Editing | Blanche Sewell | Editor |
| Editing | Frank E. Hull | Editor |
| Art | Cedric Gibbons | Art Direction |
| Art | Edwin B. Willis | Set Decoration |
| Costume & Make-Up | Robert Kalloch | Costume Design |
| Costume & Make-Up | Sydney Guilaroff | Hairstylist |
| Directing | Bert Spurlin | Assistant Director |
| Art | John S. Detlie | Assistant Art Director |
| Art | Hugh Hunt | Assistant Decorator |
| Camera | Douglas Shearer | Camera Operator |
| Sound | Leo Arnaud | Orchestrator |
| Sound | Leo Arnaud | Vocals |
| Sound | George Bassman | Orchestrator |
| Sound | George Bassman | Vocals |
| Crew | Vincente Minnelli | Choreographer |
| Sound | Conrad Salinger | Orchestrator |
| Sound | Conrad Salinger | Vocals |
| Sound | Basil Adlam | Orchestrator |
| Sound | Herbert Taylor | Orchestrator |
| Sound | Robert Van Eps | Orchestrator |
| Crew | Daniel Dare | Choreographer |
| Sound | Cole Porter | Songs |
| Writing | Cole Porter | Lyricist |
| Sound | Burton Lane | Songs |
| Writing | E.Y. Harburg | Lyricist |
