Showman Jerry Travers is working for producer Horace Hardwick in London. Jerry demonstrates his new dance steps late one night in Horace's hotel room, much to the annoyance of sleeping Dale Tremont below. She goes upstairs to complain and the two are immediately attracted to each other. Complications arise when Dale mistakes Jerry for Horace.

Fred Astaireas Jerry Travers
Ginger Rogersas Dale Tremont
Edward Everett Hortonas Horace Hardwick
Erik Rhodesas Alberto Beddini
Eric Bloreas Bates
Helen Broderickas Madge Hardwick
Lucille Ballas Flower Shop Clerk (uncredited)
Gino Corradoas Venice Hotel Manager (uncredited)
Leonard Mudieas Florist (uncredited)
Dennis O'Keefeas Elevator Passenger / Hotel Guest / Dancer (uncredited)