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