"This modestly budgeted musical is snappily directed by H.C. Potter ("Hellzapoppin'"/"The Cowboy and the Lady"/"Mr. Lucky"); the slight story is by Frank Cavett and it's written by Elaine Ryan and Ian McLellan Hunter without much wit or purpose or finesse. The first one signed onto the project was the hot bandleader Artie Shaw, who had a mega hit in 1938 with “Begin the Beguine” and had dethroned Benny Goodman to become the new “King of Swing.” Noted Broadway songwriter Johnny Mercer provided the lyrics for the film's feature song "Love of My Life" and the music was by Bernie Henighen. Fred Astaire came on board when there wasn't a script ready; he wanted to do some jazz dance numbers with Artie Shaw's band. There was high hopes that this would be a winner, especially when the lovely Paulette Goddard, fresh off a separation from Charlie Chaplin, and the talented Burgess Meredith were signed on. It turns out Goddard was not a gifted dancer; she did one dance “Dig It” with Astaire and seemed relieved to just get through with it (I enjoyed the dance, it was my favorite scene in the film; but evidently Astaire didn't think much of her as a dancer as he wrote years later in his autobiography). Evidently Goddard did enjoy working with Meredith, because when her divorce finally came through she married him in 1944 (their marriage lasted four years). "