"A silent Western star has trouble adjusting to the coming of sound."
Richard Dix
as Tim Bart
Fay Wray
as Gloria Gay
Victor Kilian
as Slim
Franklin Pangborn
as Mr. Forsythe
Charles Arnt
as Jed Reed
Granville Bates
as Sam Bennett
William B. Davidson
as Al Howard
Arthur Loft
as Pete
Edgar Dearing
as Joe Stevens
James Donlan
as Shorty
Bill Burrud
as Billy - The Kid
Zeffie Tilbury
as Miss Gordon
Harold Goodwin
as Buck
Charles Brinley
as Pappy
Zeni Vatori
as Joe Spogoli
Wade Boteler
as Patrolman
Helen Brown
as Nurse
Mary Jane Temple
Robert Chisholm
as Englishman
Zita Moulton
as Englishwoman
Tom Chatterton
as Bank Manager
Byron Foulger
as Chet
Sam McDaniel
as Black Porter
Miki Morita
as Japanese Gardener
Arthur Wanzer
as Addison
D'Arcy Corrigan
as Shakespearean Actor
Scotty Beckett
as Boy
Delmar Watson
Tommy Bupp
Fred Walburn
Wally Albright
Sammy McKim
Richard Terry
as Bank Robber / Driver
George Chesebro
as Bank Robber
Eddie Laughton
Don Brodie
as Don - Sound Man Don
Eddie Fetherston
as Eddie - Assistant Director
Beatrice Curtis
as Eleanor - Script Girl
Edward Hearn
as Cop
Lucille Lund
as American Girl
Harry Strang
as Joe Pratt
John Tyrrell
as Burt
Cyril Ring
as Rudy - Cameraman
Frank Ellis
as Gorman
Georgie Billings
as Tough Boy
Billy Wolfstone
as Fat Boy
Alexander Palasthy
as Russian
Francis Sayles
as Waiter
C.L. Sherwood
as Bum
Bruce Sidney
Philip Waldron
as Clark Gable
Doc Dearborn
as William Powell
Bob O'Keefe
as James Cagney
Joan Beauchamp
as Myrna Loy
Margaret Wormser
as Loretta Young
John Bohn
as John Barrymore
Arthur McLaglen
as Victor McLaglen
James May
as W.C. Fields
Eugene DeVerdi
as Charles Chaplin
Charles Dow Clark
as Joe E. Brown
Virginia Rendell
as Mae West
Carol Dietrich
as Marlene Dietrich
Frankie Farr
as Eddie Cantor
Earl Haddon
as Bing Crosby
Berna Mack
as Claudette Colbert
Don Eddy
as Dancing Fred Astaire
Lillian Tours
as Dancing Ginger Rogers
Beatrice Coleman
as Ginger Rogers
Betty Dietrich
as Greta Garbo
Colleen Bawn
as Young Girl
Ralph Brooks
as Interne in Children's Ward
James Conaty
as Party Guest
Lester Dorr
as Reporter
Bruce Grant
Roderick Grant
Paul Hilton
as Boy (uncredited)
Edward LeSaint
as Doctor
Jack Low
as Dresser
George Magrill
as Stagehand
Pat McCall
Marilyn Milner
as Little Girl
Billy Smith
Bobs Watson
Richard Holland
Charles Williams
as Hymie - Photographer
Frank Brown
as Harold Lloyd
Betsy Gay
as Sis (uncredited)
Harvey Fergusson
Screenplay
Harry Lachman
Director
Ethel Hill
Samuel Fuller
Joseph Walker
Director of Photography
Al Clark
Editor
Otto Meyer
Stephen Goosson
Art Direction
Myles Connolly
Story
Robert Kalloch
Costume Design
Morris Stoloff
Music Director