Fred Astaire
Jerry Travers
Ginger Rogers
Dale Tremont
Edward Everett Horton
Horace Hardwick
Erik Rhodes
Alberto Beddini
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)