Charles Boyer as Paul Orman

Rita Hayworth as Ethel Halloway

Ginger Rogers as Diane

Henry Fonda as George

Charles Laughton as Charles Smith

Edward G. Robinson as Avery L. 'Larry' Browne

Paul Robeson as Luke

Ethel Waters as Esther

Eddie 'Rochester' Anderson as Rev. Lazarus

Thomas Mitchell as John Halloway

Eugene Pallette as Luther - Orman's butler

Cesar Romero as Harry Wilson

Gail Patrick as Ellen - Diane's friend

Roland Young as Edgar - Wilson's butler

Marion Martin as 'Squirrel' Grey

Elsa Lanchester as Elsa (Mrs Charles) Smith

Victor Francen as Arturo Bellini - Symphony conductor

George Sanders as Williams

James Gleason as Joe - Mission Aid Society

Harry Davenport as Prof. Lyons

J. Carrol Naish as Burglar - Robber #1

W.C. Fields as Professor Pufflewhistle

Morris Ankrum as Judge

Frank Orth as Secondhand Clothes Dealer (Rogers sequence)

Christian Rub as Cello Player (Laughton sequence)

James Rennie as H.R. 'Hank' Bronson (Robinson sequence)

Harry Hayden as 'Soupy' Davis (Robinson sequence)

Morris Ankrum as Judge Tom Barnes (Robinson sequence)

Donald Douglas as 'Hen 'Henderson (Robinson sequence) (as Don Douglas)

Mae Marsh as Molly (Robinson sequence)

Clarence Muse as Grandpa (Robeson sequence)

George H. Reed as Christopher (Robeson sequence)

Cordell Hickman as Little Nicodemus (Robeson sequence)

Paul Renay as 'Spud' Johnson (Robinson sequence)

Barbara Lynn as Mary (Robinson sequence)

Adeline De Walt Reynolds as Elsa's Old Mother (Laughton sequence)

Helene Reynolds as Actress (Boyer sequence)

Phil Silvers as First Salesman at Santelli's (uncredited)

Marcel Dalio as Second Salesman at Sandelli's (uncredited)

Margaret Dumont as Mme. Langehanke (uncredited)

Rondo Hatton as Party Guest (uncredited)

Blue Washington as Shantytown Man (Robeson sequence) (uncredited)

Will Wright as Old Concertgoer (Laughton sequence) (uncredited)

Hazel Dohlman as Concertgoer (uncredited)

Herschel Graham as Concertgoer (uncredited)

Stuart Hall as Reunion Guest (uncredited)