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) William A. Wellman Director W. Howard Greene Director Eric Stacey Director