Jane Withers

as Penelope 'Penny' Wood

Jackie Cooper

as Chuck Harris

Edith Fellows

as Milly Lou

Josephine Hutchinson

as Mrs. Wood

William Tracy

as Mervyn Roberts

Martha O'Driscoll

as Julie Harris

Edgar Buchanan

as Elmer Tuttle

Kenneth Howell

as Roger Van Vleck

Una O'Connor

as Effie

Jonathan Hale

as Mr. Harris

Addison Richards

as Dr. Tom Wood

Douglas Fahy

as Student

Mary Ann Jackson

as Student

Edward Keane

as Mr. Wharton

Charles Lind

as Ralph

Dorothy Morris

as Shirley

Lee Phelps

as State Trooper

Virginia Sale

as Miss Blackmere