Fred Astaire
Pete Peters
Ginger Rogers
Linda Keene
Edward Everett Horton
Jeffrey Baird
Eric Blore
Cecil Flintridge
Jerome Cowan
Arthur Miller
Ketti Gallian
Denise Tarrington
William Brisbane
Jim Montgomery
Harriet Hoctor
Ballet Dancer
Rolfe Sedan
Ballet Master (uncredited)
Richard Tucker
Mr. Russell (uncredited)
Ben Alexander
Evans (uncredited)
Charles Coleman
Policeman (uncredited)
Eddie Hall
Man (uncredited)
Matthew Boulton
Ship's Officer (uncredited)
Sidney Bracey
First Steward (uncredited)
Monte Collins
Usher-Messenger (uncredited)
Dudley Dickerson
Engine Room Singer (uncredited)
Pauline Garon
(uncredited)
Charlie Hall
Bartender (uncredited)
Frank Moran
Process Server (uncredited)
Leonard Mudie
Waiter (uncredited)
Henry Mowbray
Radio Officer (uncredited)
Norman Ainsley
Sherwood Bailey
Newsboy (uncredited)
Harry Bowen
Johnson (uncredited)
William Burress
Justice of the Peace (uncredited)
Jean De Briac
Producer (uncredited)
Douglas Gordon
Steward (uncredited)
Helena Grant
Passenger Starting Gossip (uncredited)
Jane Hamilton
Woman (uncredited)
Sam Harris
Passenger Walking Dog (uncredited)
Sam Hayes
Dispatcher (uncredited)
Charles Irwin
Fire Drill Steward (uncredited)
Tiny Jones
Flower Woman (uncredited)
Lew Kelly
Policeman at Jail (uncredited)
Marie Marks
Alphonse Martell
Doorman (uncredited)
Torben Meyer
Show Producer (uncredited)
Vesey O'Davoren
Jack Rice
Hotel Desk Clerk (uncredited)
Matty Roubert
Elevator Operator (uncredited)
George Savidan
Errand Boy (uncredited)
Mary Stewart
Dancer and Singer (uncredited)
Spencer Teakle
Pete Theodore
Linda's Dancing Partner (uncredited)
Marek Windheim
Sam Wren
Charlie (uncredited)
Emma Young
Tai (uncredited)
Ann Shoemaker
Shipboard Gossip Matron
Van Nest Polglase
Art Direction
J. Roy Hunt
Camera Operator
Joseph F. Biroc
David Abel
Director of Photography
John Miehle
Still Photographer
Irene
Costume Design
Mel Berns
Makeup Artist
Hermes Pan
Choreographer
Vernon L. Walker
Special Effects
W. Argyle Nelson
Assistant Director
Mark Sandrich
Director
William Hamilton
Editor
Pandro S. Berman
Producer
J.R. Crone
Production Manager
George Gershwin
Music, Songs
Hugh McDowell Jr.
Sound Recordist
Ira Gershwin
Lyricist
Allan Scott
Screenplay
Ernest Pagano
Harold Buchman
Story
Lee Loeb
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