Betty Hutton
Holly
Cornel Wilde
The Great Sebastian
Charlton Heston
Brad Braden
Dorothy Lamour
Phyllis
Gloria Grahame
Angel
James Stewart
Buttons
Henry Wilcoxon
FBI Agent Gregory
Lyle Bettger
Klaus
Lawrence Tierney
Mr. Henderson
Emmett Kelly
Himself
Cucciola
Cucciola
Robert Carson
The Ringmaster
John Kellogg
Harry
Julia Faye
Birdie
Cecil B. DeMille
Narrator (voice) (uncredited)
John Ringling North
Himself
Lou Jacobs
Himself (clown)
Brad Jackson
Reporter at RIngside
Frank Wilcox
Doctor
Lillian Albertson
Buttons' mother
Milton Kibbee
Picked-pocket Customer
Davison Clark
Sam, game customer
Dorothy Adams
Sam's Wife (uncredited)
Arthur Q. Bryan
Ice-Cream Eating Spectator
Bess Flowers
Spectator (uncredited)
Bing Crosby
Spectator (uncredited)
Bob Hope
Spectator (uncredited)
Mona Freeman
Spectator (uncredited)
Kathleen Freeman
Spectator (uncredited)
William Boyd
Hopalong Cassidy (uncredited)
Beverly Washburn
Little Girl Spectator (uncredited)
Lee Aaker
Little Boy Spectator (uncredited)
Erville Alderson
Spectator (uncredited)
Oliver Blake
Spectator (uncredited)
Franklyn Farnum
Spectator (uncredited)
Nancy Gates
Spectator
Bob Crosby
Spectator
John Ridgely
Assistant Manager
Lane Chandler
Dave (uncredited)
Edmond O'Brien
Midway Barker at End (uncredited)
Eric Alden
Canvas Man (uncredited)
Noel Neill
Noel (uncredited)
Syd Saylor
Circus Barker (uncredited)
Chuck Hamilton
Ambulance Driver (uncredited)
Daisy Earles
Midget
Luce Potter
Midget
Angelo Rossitto
Dwarf
Antoinette Concello
Antoinette Concello
Tuffy Genders
Tuffy Genders
Lillian O'Malley
Spectator