Fred Astaire

~ as ~

Petrov

Ginger Rogers

~ as ~

Linda Keene

Edward Everett Horton

~ as ~

Jeffrey Baird

Eric Blore

~ as ~

Cecil Flintridge

Jerome Cowan

~ as ~

Arthur Miller

Ketti Gallian

~ as ~

Lady Tarrington

William Brisbane

~ as ~

Jim Montgomery

Ann Shoemaker

~ as ~

Matron

Harriet Hoctor

~ as ~

Ballet Dancer

Rolfe Sedan

~ as ~

Ballet Master (uncredited)