Fred Astaire
Robert Curtis
Rita Hayworth
Sheila Winthrop
Robert Benchley
Martin Cortland
John Hubbard
Captain Tom Barton
Osa Massen
Sonya
Frieda Inescort
Mrs. Julia Cortland
Guinn "Big Boy" Williams
Kewpie Blain
Donald MacBride
Top Sergeant
Cliff Nazarro
Swivel Tongue
Marjorie Gateson
Aunt Louise
Ann Shoemaker
Mrs. Barton
Boyd Davis
Colonel Shiller
Lester Dorr
Photographer at Crystal Room (uncredited)
Frank Ferguson
Justice of the Peace (uncredited)
Frank Mills
Soldier Messenger (uncredited)
James Millican
Prisoner (uncredited)
Cyril Ring
Passerby on Street (uncredited)
Dorothy Vernon
Kewpie's Mother (uncredited)
Lionel Banks
Art Direction
Philip Tannura
Director of Photography
Irene
Costume Design
Robert Kalloch
Helen Hunt
Hairstylist
Clay Campbell
Makeup Supervisor
Robert Alton
Choreographer
Gene Anderson
Assistant Director
Sidney Lanfield
Director
Otto Meyer
Editor
Samuel Bischoff
Producer
Morris Stoloff
Music
Cole Porter
Music, Songs
John P. Livadary
Sound Engineer
Philip Faulkner Jr.
Sound Recordist
Lyricist
Ernest Pagano
Screenplay
Michael Fessier
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