Priscilla Lane

Ann Lemp Deitz

Rosemary Lane

Kay Lemp Forrest

Lola Lane

Thea Lemp Crowley

Gale Page

Emma Lemp Talbot

Claude Rains

Adam Lemp

Jeffrey Lynn

Felix Deitz

Eddie Albert

Dr. Clint Forrest, Jr.

May Robson

Aunt Etta

Frank McHugh

Ben Crowley

Dick Foran

Ernest Talbot

Vera Lewis

Mrs. Ridgefield

Herbert Anderson

Reporter (uncredited)

Irving Bacon

Cigar Store Proprietor (uncredited)

Egon Brecher

Music Foundation Director (uncredited)

Eddy Chandler

Mover (uncredited)

Dick Elliott

Ed (uncredited)

Frank Ferguson

Music Foundation Director (uncredited)

James Flavin

Demolition Man (uncredited)

Edward Gargan

Harry (uncredited)

William Gould

Tom (uncredited)

Thurston Hall

Mr. Davis (uncredited)

Howard Hickman

Music Foundation Director (uncredited)

Frank Jaquet

Rock (uncredited)

Paul Maxey

Fat Ocean Zephyr Investor (uncredited)

Frank Mayo

Worker Not Wearing Mask (uncredited)

Jack Mower

Thomas (uncredited)

Oscar O'Shea

George Edwards (uncredited)

Frank Reicher

Festival Committee Member (uncredited)

Thomas W. Ross

Burton Alder (uncredited)

Ralph Sanford

Bill (uncredited)

Charles Trowbridge

Festival Committee Member (uncredited)