Fred Astaire

as Jerry Travers

Ginger Rogers

as Dale Tremont

Edward Everett Horton

as Horace Hardwick

Erik Rhodes

as Alberto Beddini

Eric Blore

as Bates

Helen Broderick

as Madge Hardwick

Lucille Ball

as Flower Shop Clerk (uncredited)

Gino Corrado

as Venice Hotel Manager (uncredited)