Jerry Travers
Fred Astaire
Dale Tremont
Ginger Rogers
Italian Police Officer (uncredited)
Nick Thompson
Nervous Thackeray Club Waiter (uncredited)
Tom Ricketts
London Hotel Clerk (uncredited)
Robert Adair
Club Member (uncredited)
William A. Boardway
Hotel Guest (uncredited)
Tex Brodus
Dancer (uncredited)
Phyllis Coghlan
Lorinne Crawford
Oliver Cross
Guest Leaving Elevator (uncredited)
Jay Eaton
Jack Ellison
Horace Hardwick
Edward Everett Horton
Club Patron (uncredited)
George Ford
Jack Geiger
(uncredited)
Charlie Hall
Theatre Callboy (uncredited)
Peter Hobbes
Lido Waiter (uncredited)
Frank Mills
George Nardelli
London Hotel Manager (uncredited)
Edgar Norton
Paul Power
Rita Rozelle
Scott Seaton
Alberto Beddini
Erik Rhodes
Fisherman (uncredited)
Genaro Spagnoli
Mary Stewart
Anya Taranda
Bates
Eric Blore
Madge Hardwick
Helen Broderick
Flower Shop Clerk (uncredited)
Lucille Ball
Venice Hotel Manager (uncredited)
Gino Corrado
Florist (uncredited)
Leonard Mudie
Elevator Passenger / Hotel Guest / Dancer (uncredited)
Dennis O'Keefe
Music Director
Max Steiner
Original Music Composer
Irving Berlin
Lyricist
Visual Effects
Vernon L. Walker
Choreographer
Hermes Pan
Producer
Pandro S. Berman
Director
Mark Sandrich
Art Direction
Van Nest Polglase
Director of Photography
David Abel
Editor
William Hamilton
Screenplay
Allan Scott
Costume Design
Bernard Newman
Sound Editor
George Marsh
Sound Recordist
Hugh McDowell Jr.
Dwight Taylor
Story
Assistant Art Director
Carroll Clark
Set Dresser
Thomas Little
Philip Faulkner Jr.