Shirley Temple as Rebecca Winstead

Randolph Scott as Tony Kent

Jack Haley as Orville Smithers

Gloria Stuart as Gwen Warren

Phyllis Brooks as Lola Lee

Helen Westley as Aunt Miranda Wilkins

Slim Summerville as Homer Busby

Bill Robinson as Aloysius

Raymond Scott as Leader of Musical Ensemble (as Raymond Scott Quintet)

Alan Dinehart as Purvis

J. Edward Bromberg as Doctor Hill

Dixie Dunbar as Receptionist

Paul Hurst as Florabelle's Father

William Demarest as Harry Kipper

Ruth Gillette as Melba

Paul Harvey as Cyrus Bartlett

Clarence Wilson as Jake Singer (as Clarence Hummel Wilson)

Sam Hayes as Radio Announcer

Gary Breckner as Radio Announcer

Carroll Nye as Radio Announcer

Franklin Pangborn as Hamilton Montmarcy

William Wagner as Reverend Turner

Eily Malyon as Mrs. Turner

Mary McCarty as Florabelle