Henry Fonda

~ as ~

Townsend Middleton

Pat Paterson

~ as ~

Valerie 'Boots' O'Connell

Mary Brian

~ as ~

Sally Barnaby

George Barbier

~ as ~

Uncle Morton Middleton

Edward Brophy

~ as ~

Bill McGuire

Richard Carle

~ as ~

Popsy

Spencer Charters

~ as ~

Col. Barnaby

June Brewster

~ as ~

Topsy Martin

Halliwell Hobbes

~ as ~

Beuhl - the Butler

Jerry Mandy

~ as ~

Enrico