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)