It has all the winning elements romance for the ladies, fighting Navy men for the guys, and great music, singing, dancing and acting for everyone. Credit for music lyrics went to Johnny Mercer. The fleet is in and naturally, the males are pursuing their favorite sport of trying to charm the females. Through a series of misunderstandings, a very young William Holden is thought to be a lady's man. The fleet is betting he can get the Countess (played by Dorothy Lamour) to kiss him in public. She is the top singer at a San Francisco nightclub and has the reputation of being unapproachable. William Holden is convinced to give it a try by his buddy (played by Eddie Bracken) who will get beat up by Spike if he loses the bet. Thus, the story line is set and goes on from there as a musical comedy based on love-hate relationships. The acting was all top-notch. Dorothy Lamour was about 28 years old in this movie and very beautiful, her acting superb. William Holden was about 24 but somehow seemed to possess more maturity. Remember him playing the jet pilot in Bridges of Toko Ri? In real life, his younger brother was a Navy pilot killed in WWII. He was voted one of the 100 sexiest stars in a magazine and was best man for Ron and Nancy Reagan. Betty Hutton had a sizable part but I would like to have seen even more of her. Now there - is a blonde bombshell exploding with energy, talent and appeal. She came through as cute, cute, cute and used expressive eyes to demonstrate her own style of comedy while singing and acting. She is a rare talent we have not seen since, nor will we likely see repeated in today's array of actresses. Her boyfriend in the movie was played by Eddie Bracken, always a very capable funny man who was not afraid to play the self-effacing, bumbling types in films. In real life, he was married for over 60 years then he and his wife died within 3 months of each other. I also enjoyed seeing him in "Hail the Conquering Hero" opposite another beauty, Ella Raines. I like to look beyond the first row of stars and see who is hiding there. One of the sailors was Rod Cameron being miscast with dialog for someone of slighter build. In later years, he is better remembered playing tough guys in cowboys and other TV and movie works. In real life he divorced his wife and married her mother now I've heard of loving your mother-in-law, but wow! Gil Lamb played Spike who was also miscast as the guy going to beat up Eddie Braken. Gil Lamb reminds one of Ray Bolger if you get the idea. It would have been better to give Rod Cameron his speaking parts and switch Cameron's to Lamb. No complaints otherwise. Gil Lamb did much character work on TV and in the movies. Cass Daley played a singer and comedian who resembled and reminded me of a combination of Martha Raye and Mary Wickes. There is a slight coincidence from the film in that both Cass and William Holden died as the result of a fall and laceration Cass to the throat and William to the forehead. Pretty Barbara Britton had a small part in this and she will be remembered as Mrs. North in Mr. & Mrs. North and the Revlon Girl for 12 years. Most people don't know that she also played Laura Petrie in the pilot of The Dick VanDyke show that eventually went to Mary Tyler Moore. Then there was the great music of the Dorsey Band with Helen O'Connell singing and vocalist Bob Eberly and the dance routine of Lorraine and Rognan. If you have an opportunity to see this one, I do not think you will be disappointed.