William Holden as Hal Carter

Kim Novak as Madge Owens

Rosalind Russell as Rosemary - The School Teacher

Betty Field as Flo Owens

Susan Strasberg as Millie Owens

Cliff Robertson as Alan Benson

Arthur O'Connell as Howard Bevans

Verna Felton as Helen Potts

Reta Shaw as Irma Henderson

Nick Adams as 'Bomber'

Raymond Bailey as Mr. Benson

Elizabeth Wilson as Christine Schoenwalder

Phyllis Newman as Juanita Badger