- June Allyson was first cast in the role of Ellen, but became pregnant. 'Garland, Judy' was cast next, but MGM terminated her studio contract.
- Moira Shearer was considered for the role of Anne.
- The story was loosely based on the real-life partnership of Fred Astaire and his sister Adele.
- The ship's rocking during "Open Your Eyes" was based on the Astaires' own dancing experience on a voyage to London in 1923. A boat-rocking device was used to create the film effect.
- The idea of dancing with a clothes tree had been suggested to Astaire earlier by Hermes Pan.
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