Janet Gaynor
Esther Blodgett / Vicki Lester
Fredric March
Norman Maine
Adolphe Menjou
Oliver Niles
May Robson
Lettie Blodgett
Andy Devine
Danny McGuire
Lionel Stander
Matt Libby
Owen Moore
Casey Burke
Peggy Wood
Miss Phillips
Elizabeth Jenns
Anita Regis
Edgar Kennedy
Pop Randall
J. C. Nugent
Mr. Blodgett
Guinn "Big Boy" Williams
Posture Coach
Irving Bacon
Station Agent (uncredited)
Jane Barnes
Waitress #1 (uncredited)
Clara Blandick
Aunt Mattie (uncredited)
Wade Boteler
Santa Anita Cop (uncredited)
Sidney Bracey
Burke's Butler (uncredited)
Harry C. Bradley
Niles' Assistant (uncredited)
George Chandler
Deliveryman (uncredited)
Pat Flaherty
Cuddles (uncredited)
Francis Ford
William Gregory (uncredited)
Joe Gray
Garcia (uncredited)
Jonathan Hale
Judge George J. Parris (uncredited)
Chuck Hamilton
Cop Outside Courtroom (uncredited)
Lillian Harmer
Wardrobe Woman (uncredited)
Edward Hearn
Sanitarium Attendant (uncredited)
I. Stanford Jolley
Boxing Ringside Spectator (uncredited)
Carole Landis
Girl in Beret at Santa Anita Bar (uncredited)
Chris-Pin Martin
José Rodriguez (uncredited)
Edwin Maxwell
Vocal Coach (uncredited)
Marshall Neilan
Bert (uncredited)
David Newell
Sam (uncredited)
Robert Emmett O'Connor
Santa Anita Clubhouse Bartender (uncredited)
Dennis O'Keefe
Burke's Party Guest (uncredited)
Franklin Pangborn
Billy Moon (uncredited)
Jed Prouty
Artie Carver (uncredited)
Tom Ricketts
Ray (uncredited)
Paul Stanton
Academy Award Presenter (uncredited)
Fred 'Snowflake' Toones
Witness (uncredited)
Clarence Wilson
Justice of the Peace (uncredited)
A.W. Sweatt
Aleck Blodgett (uncredited)