The plot (if that really matters in a Fred Astaire film) concerns mistaken identity and Astaire pursuing Rogers from London to (a very artificial) Venice. The score by Irving Berlin includes "Top Hat, White Tie and Tails", "Isn't This a Lovely Day to be Caught in the Rain" and the show stopper "Cheek to Cheek". In collaboration with choreographer Hermes Pan, Astaire achieved a perfect union of sound and visual rhythm though a preference for unobtrusive pans (to keep figures in full length views during the dance sequences) and infrequent invisible edits.

Astaire used dance as an expression of emotion, integrating it into the action of the film. The film exudes gaiety and charm which no doubt helped the film-going public momentarily forget that they were in the midst of the Great Depression. A young Lucille Ball has a bit part as the flower shop clerk.

Astaire and Rogers were at the peak of their form with this film and for a change they had a top class director, George Stevens (who later directed Shane and Giant). Astaire goes to New York to earn $25 000 (so that he can marry his fiance) where he teams up with Rogers, a dance instructor, to form a successful dance partnership. The score by Jerome Kern and Dorthy Fields includes such classics as "Pick Yourself Up", "A Fine Romance" and the Oscar winning "The Way You Look Tonight". Astaire has a brilliant solo sequence, the "Bojangles of Harlem" number, in which he pays tribute to the great Bill Robinson. In this sequence Astaire dances in front of three back-projected shadows of himself. The four figures are perfectly synchronised so that it appears that the three silhouettes are his shadows. This is until one of the "shadows" can't keep up and decides to exit.