
| Janet Gaynor | ... | Esther Victoria Blodgett, aka Vicki Lester |

| Fredric March | ... | Norman Maine |

| Adolphe Menjou | ... | Oliver Niles |
 | May Robson | ... | Grandmother Lettie |
 | Andy Devine | ... | Daniel 'Danny' McGuire |
 | Lionel Stander | ... | Matt Libby |
 | Owen Moore | ... | Casey Burke, director |
 | Peggy Wood | ... | Miss Phillips, Central Casting clerk |
 | Elizabeth Jenns | ... | Anita Regis |
 | Edgar Kennedy | ... | Pop Randall, landlord |
 | J.C. Nugent | ... | Mr. Blodgett |
 | Guinn 'Big Boy' Williams | ... | Posture coach (as Guinn Williams) |
| rest of cast listed alphabetically: |
 | Eric Alden | ... | Assistant to Oliver Niles (uncredited) |
 | Irving Bacon | ... | Station Agent (uncredited) |

| Jane Barnes | ... | Waitress #1 (uncredited) |
 | Vince Barnett | ... | Otto, photographer (uncredited) |
 | Clara Blandick | ... | Aunt Mattie (uncredited) |
 | Wade Boteler | ... | Policeman at Santa Anita (uncredited) |
 | Sidney Bracey | ... | Butler at Burke's party (uncredited) |
 | Harry C. Bradley | ... | Assistant to Oliver Niles (uncredited) |
 | Lynton Brent | ... | Reporter (uncredited) |
 | Blanche Bush | ... | (uncredited) |
 | Helene Chadwick | ... | Woman at preview (uncredited) |
 | George Chandler | ... | Deliveryman (uncredited) |
 | Billy Coe | ... | Bartender (uncredited) |
 | Virginia Dabney | ... | (uncredited) |
 | Billy Dooley | ... | Film crewman with spray gun (uncredited) |
 | Dora Early | ... | (uncredited) |
 | Herbert Evans | ... | Bartender at Burke's home (uncredited) |

| Pat Flaherty | ... | 'Cuddles', sanitarium guard (uncredited) |
 | Francis Ford | ... | William Gregory, first defendant (uncredited) |
 | Trixie Friganza | ... | Mabel, waitress #2 (uncredited) |
 | Jean Gale | ... | (uncredited) |

| Joe Gray | ... | Garcia, boxer (uncredited) |
 | Harrison Greene | ... | Chubby previewer (uncredited) |
 | Carlton Griffin | ... | Cameraman (uncredited) |
 | Jonathan Hale | ... | Night Court Judge George J. Parris (uncredited) |
 | Sherry Hall | ... | Night Court clerk (uncredited) |
 | Chuck Hamilton | ... | Policeman outside night courtroom (uncredited) |
 | Lillian Harmer | ... | Wardrobe woman (uncredited) |
 | Grace Hayle | ... | Woman in funeral mob scene (uncredited) |
 | Edward Hearn | ... | Sanitarium attendant (uncredited) |
 | Leon Holmes | ... | (uncredited) |
 | Robert Homans | ... | Night Court bailiff (uncredited) |
 | Kenneth Howell | ... | Milton Rails, second defendant (uncredited) |
 | Olin Howland | ... | Judd Baker, motorist (uncredited) |
 | Arthur Hoyt | ... | Assistant makeup artist (uncredited) |
 | Mary Jane Irving | ... | (uncredited) |

| I. Stanford Jolley | ... | Boxing ringsider (uncredited) |
 | Eddie Kane | ... | Guest at Burke's party (uncredited) |
 | Matty Kemp | ... | Preview reporter (uncredited) |
 | Claude King | ... | John, guest at Burke's party (uncredited) |
 | Carole Landis | ... | Girl in beret at Santa Anita bar (uncredited) |
 | Myra Marsh | ... | Assistant to Oliver Niles (uncredited) |
 | Chris-Pin Martin | ... | José Rodriguez, last defendant (uncredited) |

| Edwin Maxwell | ... | Voice coach (uncredited) |
 | Buddy Messinger | ... | Boy delivering fan mail (uncredited) |
 | Willy Morris | ... | Niles' secretary (uncredited) |
 | Ferdinand Munier | ... | Waiter at Burke's party (uncredited) |
 | Marshall Neilan | ... | Bert, at Santa Anita clubhouse (uncredited) |
 | David Newell | ... | Sam, at Santa Anita clubhouse (uncredited) |
 | Robert Emmett O'Connor | ... | Bartender at Santa Anita clubhouse (uncredited) |
 | Dennis O'Keefe | ... | Guest at Burke's party (uncredited) |
 | Ted Oliver | ... | Policeman #2 at Santa Anita (uncredited) |
 | Renee Orsell | ... | (uncredited) |
 | Franklin Pangborn | ... | Billy Moon, radio commentator (uncredited) |
 | Harvey Parry | ... | Boxer (uncredited) |
 | Bob Perry | ... | Boxing match referee (uncredited) |
 | Lee Phelps | ... | Bailiff #1 (uncredited) |
 | Jed Prouty | ... | Artie Carver, columnist (uncredited) |
 | Sally Raynor | ... | (uncredited) |
 | Tom Ricketts | ... | Ray, Vicki's servant (uncredited) |
 | Adrian Rosley | ... | Makeup artist (uncredited) |
 | Kathryn Sheldon | ... | Funeral Spectator (uncredited) |
 | Paul Stanton | ... | Academy Award presenter (uncredited) |
 | Vera Steadman | ... | (uncredited) |
 | A.W. Sweatt | ... | Aleck Blodgett, Esther's brother (uncredited) |
 | Margaret Tallichet | ... | Marion, at Santa Anita clubhouse (uncredited) |
 | Fred 'Snowflake' Toones | ... | Black man on witness stand (uncredited) |

| Lana Turner | ... | Extra at Santa Anita (uncredited) |
 | Leonard Walker | ... | Orchestra leader at Hollywood Bowl (uncredited) |
 | Luana Walters | ... | (uncredited) |
 | Cynthia Westlake | ... | (uncredited) |
 | Gayne Whitman | ... | Radio announcer at Grauman's Chinese Theater (uncredited) |
 | Charles Williams | ... | Hanley, assistant cameraman (uncredited) |
 | Clarence Wilson | ... | Justice of the Peace (uncredited) |
Janet Gaynor plays Esther Blodgett beautifully, a girl who leaves for Hollywood with dreams of film magazines and the blessing of her granny. Once there she finds it tough-going until meeting Norman Maine (Fredric March) at a party. We've already seen Norman drunk at a theatre but here he charms Esther and actually gets her into the movies before marrying her and watching his own career crumble. March is excellent in this, and the look of the film is surprisingly modern with its lovely technicolor and gadgets (I particularly like the shower in the motor home Esther and Norman take on honeymoon). Esther's move to become star Vicki Lester, Oscar-winning actress, is unbelievable but as her real-life tragedy unfolds, compelling. And who can stay dry-eyed at the end? Remade with music and Judy Garland in 1954 (very well) but this first version is a jewel amongst other 30s classics.