For the "Cheek to Cheek" number, Ginger Rogers wanted to wear an elaborate blue dress heavily decked out with ostrich feathers. When director Mark Sandrich and Fred Astaire saw the dress, they knew it would be impractical for the dance. Sandrich suggested that Rogers wear the white gown she had worn performing "Night and Day" in The Gay Divorcee (1934). Rogers walked off the set, finally returning when Sandrich agreed to let her wear the offending blue dress. As there was no time for rehearsals, Ginger Rogers wore the blue feathered dress for the first time during filming, and as Astaire and Sandrich had feared, feathers started coming off the dress. Astaire later claimed it was like "a chicken being attacked by a coyote". In the final film, some stray feathers can be seen drifting off it. To patch up the rift between them, Astaire presented Rogers with a locket of a gold feather. This was the origin of Rogers' nickname "Feathers". The shedding feathers episode was recreated to hilarious results in a scene from Easter Parade (1948) in which Fred Astaire danced with a clumsy, comical dancer played by Judy Garland.
The finale of "Top Hat, White Tie and Tails" production number with Astaire miming his cane as a weapon "attacking" his supporting dancers, 13 canes were prepared for it. During shooting, Astaire, ever the unforgiving perfectionist, was continually breaking his canes in frustration at his mistakes, which concerned the crew that he was running out of them. As it turns out, the shooting of the scene was finished with the very last cane.
Erik Rhodes' Italian characterization so offended the Italian government - and dictator Benito Mussolini in particular - that the film was banned in Italy. The same fate befell The Gay Divorcee (1934) the year before.
Mark Sandrich, who directed five of the Fred Astaire-Ginger Rogers musicals, was a physicist before he got into filmmaking, and would devise blueprints for every scene, so he would know exactly where to put the cameras and the actors.
In one scene at the Lido, Madge orders a drink called a "horse's neck". It is traditionally served with a spiral of lemon (or orange) peel hanging over the edge of the glass, suggesting the curve of a horse's neck. It calls for 2 oz of bourbon or brandy, 4 oz of ginger ale, and a dash of bitters, over ice.
Early drafts of the script called for Irving Berlin songs "Wild About You", "Get Thee Behind Me, Satan" (to be sung by Ginger Rogers) and "You're the Cause", but they were not used in the final version.
The end portion film was trimmed down after a preview audience complained of the length. Small parts by Donald Meek and Florence Roberts were cut. One of the last scenes to go, in which Eric Blore insults a policeman, is still present in some prints (including the RKO Collection videotape version from Turner Home Entertainment).