Mickey Rooney as Homer Macauley

Frank Morgan as Willie Grogan

James Craig as Tom Spangler

Marsha Hunt as Diana Steed

Fay Bainter as Mrs. Macauley

Ray Collins as Mr. Macauley

Van Johnson as Marcus Macauley

Donna Reed as Bess Macauley

Jackie 'Butch' Jenkins as Ulysses Macauley

Dorothy Morris as Mary Arena

John Craven as Tobey George

Ann Ayars as Mrs. Sandoval

Mary Nash as Miss Hicks

Henry O'Neill as Charles Steed

Katharine Alexander as Mrs. Steed

Alan Baxter as Brad Stickman

Darryl Hickman as Lionel

Barry Nelson as Fat

Rita Quigley as Helen Elliot

Clem Bevans as Henderson

Adeline De Walt Reynolds as Librarian

Hobart Cavanaugh as Drunk at Bar (uncredited)

Wallis Clark as School Principal (uncredited)

Don DeFore as Bernard 'Texas' Anthony (uncredited)

Byron Foulger as Mr. Blenton (uncredited)

David Holt as Hubert Ackley III (uncredited)

Frank Jenks as Larry - Song Leader on Train (uncredited)

Darwood Kaye as Gang Member (uncredited)

Robert Mitchum as Quentin Gilford (uncredited)

Robert Emmett O'Connor as Bartender (uncredited)

Carl Switzer as Auggie (uncredited)