Cast:

James Stewart...Gilbert Young
Judy Garland...Susan Gallagher
Hedy Lamarr...Mrs. Sandra Kolter
Lana Turner...Sheila 'Red' Regan
Tony Martin...Frank Merton
Jackie Cooper...Jerry Regan
Ian Hunter...Geoffrey Collis
Charles Winninger...Ed (Pop) Gallagher
Edward Everett Horton...Nobel Sage
Philip Dorn...Franz Kolter
Paul Kelly...John Slayton
Eve Arden...Patsy Dixon
Dan Dailey...Jimmy Walters
Al Shean...Al
Fay Holden...Mrs. Regan

Plot:
Three young girls get the chance to have stardom in ziegfeld. The three girls are, Susan Gallagher (Judy Garland) who is the daughter of a vaudeville actor, Sandra Kolter who is the beautiful devoted wife of Franz Kolter (Philip Dorn) an out-of-a-job musician, and Sheila Regan who is the lovely shop girl. Susan is determined to become a famous star, Sandra is soley devoted to her husband and their marriage, and Sheila is also looking for fame, and money. All three girls lives end very differently. Susan becomes a star and becomes engaged to Jerry (Jackie Cooper), Sandra leaves the life of a ziegfeld girl and goes back to her husband to remain a devoted wife, and Sheila ends up becoming an excessive drinker and becoming so sick that she is forced to come to the realization that she needs to get her act together. Sheila then goes back to Gilbert(James Stewart)who she has left for the glamour of being a ziegfeld girl, and they make plans to be married. lifestyle.

Songs:

Minnie From Trinidad
I'm Always Chasing Rainbows
Laugh? I Thought I'd Split My Sides
We Must Have Music
Stepped Out Of A Dream

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