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