Ann Sothern
Maisie Ravier
Lew Ayres
Bob Rawlston
Maureen O'Sullivan
Abby Rawlston
C. Aubrey Smith
Al Walpole
Joan Perry
Diana Webley
Paul Cavanagh
Cap Rawlston
Edward Ashley
Link Phillips
Barbara Bedford
Nurse (Uncredited)
Hans Conried
Georgie Porgie (Uncredited)
Will Wright
Judge Thatcher (Uncredited)
Margaret Bert
Boy's Mother at Carnival (Uncredited)
Henry Blair
Boy Walking at Carnival (Uncredited)
Joan Blair
Girl (Uncredited)
Charles D. Brown
'Doctor' in Sideshow (Uncredited)
Charles Coleman
Butler (Uncredited)
Edgar Dearing
Motorcycle Policeman (Uncredited)
Joe Devlin
Man with Seal (Uncredited)
Jack Gardner
Taxi Driver (Uncredited)
Jody Gilbert
Curly the Bearded Lady (Uncredited)
George Guhl
The Turnkey (Uncredited)
Howard Hickman
Dr. Stephen W. Fredericks (Uncredited)
Harry Wilson
Man at Carnival Sideshow (Uncredited)
Anne O'Neal
Main Maid (Uncredited)
Alice Keating
Second Maid (Uncredited)
Milton Kibbee
Carnival Show Spectator (Uncredited)
Gertrude Simpson
Carnival Show Spectator (Uncredited)
Joe Yule
First Carnival Barker (uncredited)
Tim Ryan
Second Carnival Barker (Uncredited)
John T. Bambury
Midget (Uncredited)
Tommy Cottonaro
Midget (Uncredited)
Billy Curtis
Midget (Uncredited)
Jerry Maren
Midget (Uncredited)
Walter Miller
Midget (Uncredited)
William Stelling
House Guest (Uncredited)
Hillary Brooke
House Guest (Uncredited)
Kay Sutton
House Guest (Uncredited)
Claire Owen
House Guest (Uncredited)
Georgia Carroll
House Guest (Uncredited)
Bruce Edwards
House Guest (Uncredited)
Cliff Danielson
House Guest (Uncredited)
Doris Day
House Guest (Uncredited)
Philip Winter
House Guest (Uncredited)
Edwin L. Marin
Director
Elizabeth Reinhardt
Screenplay
Mary C. McCall, Jr.
Screenplay
Myles Connolly
Story
Elizabeth Reinhardt
Story
Fredrick Y. Smith
Editor
Stan Rogers
Art Direction
Wilson Collison
Characters
Charles Lawton Jr.
Director of Photography
Cedric Gibbons
Art Direction
Edward Woehler
Assistant Director
J. Walter Ruben
Producer
David Snell
Original Music Composer
Dolly Tree
Costume Design
Douglas Shearer
Sound Director
Edwin B. Willis
Set Decoration