Fred Astaire as Vernon Castle

Ginger Rogers as Irene Castle

Edna May Oliver as Maggie Sutton

Walter Brennan as Walter

Lew Fields as Lew Fields

Etienne Girardot as Papa Aubel

Janet Beecher as Mrs. Foote

Rolfe Sedan as Emile Aubel

Leonid Kinskey as Artist

Robert Strange as Dr. Foote

Douglas Walton as Student Pilot

Clarence Derwent as Papa Louis

Sonny Lamont as Charlie

Frances Mercer as Claire Ford

Victor Varconi as Grand Duke

Donald MacBride as Hotel Manager

Marge Champion as Irene's Girlfriend (uncredited)

Frank Faylen as Adjutant (uncredited)

Jack Gargan as Soldier in Nightclub (uncredited)

George Irving as Colonel's Aide (uncredited)

Hugh McArthur as (uncredited)

Theodore von Eltz as (uncredited)

Buzz Barton as (uncredited)

Max Barwyn as (uncredited)

Brooks Benedict as Stockbroker

Joe Bordeaux as (uncredited)

Eugene Borden as Frenchman (uncredited)

Lynton Brent as Mechanic (uncredited)

Mary Brodel as Irene's Girlfriend (uncredited)

Don Brodie as Stage Manager (uncredited)

Neal Burns as (uncredited)

Tom Chatterton as Announcer (uncredited)

Willis Clare as (uncredited)

Frank Coghlan Jr. as Boy in Montage (uncredited)

James Conaty as Man in Montage (uncredited)

Armand Cortes as Wardrobe Man (uncredited)

Adrienne D'Ambricourt as French Landlady (uncredited)

Roy D'Arcy as Actor in "Patria" (uncredited)

Hal K. Dawson as Man in Balcony (uncredited)

Dick Dennis as Singer (uncredited)

Elspeth Dudgeon as Lady Bolton (uncredited)

Dick Elliott as Train Conductor (uncredited)

Billy Franey as (uncredited)

Dorothy George as (uncredited)

Jack George as Conductor (uncredited)

Wesley Giraud as Newsboy (uncredited)

Eleanor Hansen as Irene's Girlfriend (uncredited)

Neal Hart as (uncredited)

Ethel Haworth as Irene's Girlfriend (uncredited)

Russell Hicks as Colonel (uncredited)

Leyland Hodgson as British Sergeant (uncredited)

Ida May Johnson as (uncredited)

Tiny Jones as Lady in Revolving Door (uncredited)

Jacques Lory as French Cab Driver (uncredited)

Dorothy Lovett as (uncredited)

Max Lucke as Frenchman in Hotel (uncredited)

David Mcdonald as Army Pilot (uncredited)

Louis Mercier as French Singer (uncredited)

Frank Mills as Frank (uncredited)

Bruce Mitchell as Movie Director (uncredited)

Edmund Mortimer as (uncredited)

Leonard Mudie as British Officer (uncredited)

Esther Muir as (uncredited)

Emmett O'Brien as Drag Dancer (uncredited)

Frank O'Connor as (uncredited)

Milton Owen as Recruiter (uncredited)

Bill Patton as (uncredited)

Steve Pendleton as Adjutant (uncredited)

Jack Perrin as (uncredited)

Joe Polosci as Newsboy (uncredited)

Fred Reinhold as (uncredited)

Jack Richardson as Old Man in Montage (uncredited)

Jean Sablon as Piano Specialty (uncredited)

Jean Stevens as (uncredited)

Kay Sutton as Girl with Stockbrokers (uncredited)

Fred Sweeney as Streetcar Conductor (uncredited)

D.H. Turner as (uncredited)

Ellinor Vanderveer as Guest with Grand Duke (uncredited)

Allen Wood as Flower Delivery Boy (uncredited)

William Worthington as Man Reading Newspaper (uncredited)

Lillian Yarbo as Mary (uncredited)

John Meredith as Army Pilot (uncredited)

Poppy Wilde as Guest with Grand Duke (uncredited)