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 Larry Browne

Paul Robeson as Luke

Ethel Waters as Esther

Eddie 'Rochester' Anderson as Reverend Lazarus

Thomas Mitchell as John Halloway

Eugene Pallette as Luther

Cesar Romero as Harry Wilson

Gail Patrick as Ellen

Roland Young as Edgar

Marion Martin as Squirrel

Elsa Lanchester as Mrs. Smith

Victor Francen as Arturo Bellini

George Sanders as Williams

James Gleason as Father Joe

Harry Davenport as Professor Lyons

J. Carrol Naish as Costello

Hall Johnson as Hall Johnson

Frank Orth as Secondhand Clothes Dealer

Christian Rub as Wilson

Sig Arno as Piccolo Player

James Rennie as Hank Bronson

Harry Hayden as David

Morris Ankrum as Judge

Donald Douglas as Henderson

Mae Marsh as Molly

Clarence Muse as Grandpa

George H. Reed as Christopher

Cordell Hickman as Nicodemus

Paul Renay as Spud Johnson

Barbara Lynn as Mary

Adeline De Walt Reynolds as Grandmother

Helene Reynolds as Actress

W.C. Fields as Professor Pufflewhistle (uncredited)

Phil Silvers as Salesman at Santelli's #1 (uncredited)

Marcel Dalio as Salesman at Santelli's #2 (uncredited)

Margaret Dumont as Mme. Langehanke (uncredited)

Rondo Hatton as Party Guest (uncredited)

Blue Washington as Shantytown Man (uncredited)

Will Wright as Old Concertgoer (uncredited)

Hazel Dohlman as Concertgoer (uncredited)

Herschel Graham as Concertgoer (uncredited)

Stuart Hall as Reunion Guest (uncredited)