Director: Norman Taurog
Johnny Brett and King Shaw are an unsuccessful dance team in New York. A producer discovers Brett as the new partner for Clare Bennett, but Brett, who thinks he is one of the people they lent money to, gives him the name of his partner.
Fred Astaire
Johnny Brett
Eleanor Powell
Clare Bennett
George Murphy
King Shaw
Frank Morgan
Bob Casey
Ian Hunter
Bert C. Matthews
Florence Rice
Amy Blake
Lynne Carver
Emmy Lou Lee
Ann Morriss
Pearl
Trixie Firschke
Juggler
Libby Taylor
Angel (uncredited)
George Chandler
Mr. Jones (uncredited)
Gladys Blake
Miss Martin (uncredited)
Mary Field
Second Bride (uncredited)
Irving Bacon
Orange Stand Counterman (uncredited)
James Flavin
Clancy (uncredited)
Joe Yule
Dan (uncredited)
Charlotte Arren
Opera Singer "Arren & Broderick" (uncredited)
Johnny Broderick
Pianist "Arren & Broderick" (uncredited)
Bess Flowers
Nightclub Patron (uncredited)
Carol Adams
Dancer (uncredited)
Fred Astaire
Johnny Brett
Eleanor Powell
Clare Bennett
George Murphy
King Shaw
Frank Morgan
Bob Casey
Ian Hunter
Bert C. Matthews
Florence Rice
Amy Blake
Lynne Carver
Emmy Lou Lee
Ann Morriss
Pearl
Trixie Firschke
Juggler
Libby Taylor
Angel (uncredited)
George Chandler
Mr. Jones (uncredited)
Gladys Blake
Miss Martin (uncredited)
Mary Field
Second Bride (uncredited)
Irving Bacon
Orange Stand Counterman (uncredited)
James Flavin
Clancy (uncredited)
Joe Yule
Dan (uncredited)
Charlotte Arren
Opera Singer "Arren & Broderick" (uncredited)
Johnny Broderick
Pianist "Arren & Broderick" (uncredited)
Bess Flowers
Nightclub Patron (uncredited)
Carol Adams
Dancer (uncredited)
Fred Astaire
Johnny Brett
Eleanor Powell
Clare Bennett
George Murphy
King Shaw
Frank Morgan
Bob Casey
Ian Hunter
Bert C. Matthews
Florence Rice
Amy Blake
Lynne Carver
Emmy Lou Lee
Ann Morriss
Pearl
Trixie Firschke
Juggler
Libby Taylor
Angel (uncredited)
George Chandler
Mr. Jones (uncredited)
Gladys Blake
Miss Martin (uncredited)
Mary Field
Second Bride (uncredited)
Irving Bacon
Orange Stand Counterman (uncredited)
James Flavin
Clancy (uncredited)
Joe Yule
Dan (uncredited)
Charlotte Arren
Opera Singer "Arren & Broderick" (uncredited)
Johnny Broderick
Pianist "Arren & Broderick" (uncredited)
Bess Flowers
Nightclub Patron (uncredited)
Carol Adams
Dancer (uncredited)