Fred Astaire

Jerry Travers

Ginger Rogers

Dale Tremont

Edward Everett Horton

Horace Hardwick

Erik Rhodes

Alberto Beddini

Eric Blore

Bates

Helen Broderick

Madge Hardwick

Lucille Ball

Flower Shop Clerk (uncredited)

Gino Corrado

Venice Hotel Manager (uncredited)

Leonard Mudie

Florist (uncredited)

Dennis O'Keefe

Elevator Passenger / Hotel Guest / Dancer (uncredited)

Nick Thompson

Italian Police Officer (uncredited)

Tom Ricketts

Nervous Thackeray Club Waiter (uncredited)

Robert Adair

London Hotel Clerk (uncredited)

William A. Boardway

Club Member (uncredited)

Tex Brodus

Hotel Guest (uncredited)

Phyllis Coghlan

Dancer (uncredited)

Lorinne Crawford

Dancer (uncredited)

Oliver Cross

Hotel Guest (uncredited)

Jay Eaton

Guest Leaving Elevator (uncredited)

Jack Ellison

Dancer (uncredited)

George Ford

Club Patron (uncredited)

Jack Geiger

Dancer (uncredited)

Charlie Hall

(uncredited)

Peter Hobbes

Theatre Callboy (uncredited)

Frank Mills

Lido Waiter (uncredited)

George Nardelli

Club Patron (uncredited)

Edgar Norton

London Hotel Manager (uncredited)

Paul Power

Club Patron (uncredited)

Rita Rozelle

Dancer (uncredited)

Scott Seaton

Hotel Guest (uncredited)

Genaro Spagnoli

Fisherman (uncredited)

Mary Stewart

Dancer (uncredited)

Anya Taranda

Dancer (uncredited)

Pandro S. Berman

Producer

Mark Sandrich

Director

David Abel

Director of Photography

William Hamilton

Editor

Allan Scott

Screenplay

Van Nest Polglase

Art Direction

Bernard Newman

Costume Design

George Marsh

Sound Editor

Vernon L. Walker

Visual Effects

Irving Berlin

Original Music Composer

Hermes Pan

Choreographer

Hugh McDowell Jr.

Sound Recordist

Max Steiner

Music Director

Thomas Little

Set Dresser

Dwight Taylor

Screenplay

Dwight Taylor

Story

Philip Faulkner Jr.

Sound Recordist

Irving Berlin

Lyricist

Carroll Clark

Assistant Art Director