"An Argentine heiress thinks a penniless American dancer is her secret admirer."
Fred Astaire
as Robert Davis
Rita Hayworth
as Maria Acuña
Adolphe Menjou
as Eduardo Acuña
Isobel Elsom
as Maria Castro
Leslie Brooks
as Cecy Acuña
Adele Mara
as Lita Acuña
Gus Schilling
as Fernando
Barbara Brown
as Delfina Acuña
Douglas Leavitt
as Juan Castro
Xavier Cugat
as Xavier Cugat
Kirk Alyn
as Julia's Groom (uncredited)
Larry Arnold
as Wedding Guest (uncredited)
Stanley Brown
as Roddy - Cecy's Boyfriend (uncredited)
George Bunny
as Flower Man (uncredited)
Catherine Craig
as Julia Acuña - the Bride (uncredited)
Mary Field
as Louise - the Acuña Maid (uncredited)
George Ford
James Ford
as One of Maria's Suitors (uncredited)
Kathleen Howard
as Grandmother Acuña (uncredited)
Frank McClure
Hans Moebus
Edmund Mortimer
Barry Norton
Larry Parks
as Tony - Lita's Boyfriend (uncredited)
Ralph Peters
as Chauffeur (uncredited)
Ellinor Vanderveer
as Horse Race Spectator (uncredited)
Dave Willock
as Hotel Acuña Bellboy (uncredited)
Frank McLure
Cosmo Sardo
as Chorus Boy (uncredited)
Rudy Germane
Dick Gordon
Herschel Graham
William A. Seiter
Director
Ernest Pagano
Screenplay
Michael Fessier
Delmer Daves
Norman Deming
Assistant Director
Johnny Mercer
Lyricist
Conrad Salinger
Music Arranger
Lyle 'Spud' Murphy
Philip Faulkner Jr.
Sound Recordist
Leigh Harline
Music Director
Lionel Banks
Art Direction
Val Raset
Choreographer
William A. Lyon
Editor
Louis F. Edelman
Producer
Ted Tetzlaff
Director of Photography
Irene
Costume Design
Frank Tuttle
Interior Designer
Rudolph Sternad
Assistant Art Director
Jerome Kern
Original Music Composer
Sixto Pondal Ríos
Story
Carlos Olivari