Paul O'Keefe

as Chris

Jack Gilford

as Papa Andersen

Margaret Hamilton

as Mrs. Klopplebobbler

Ray Bolger

as The Pieman

Robert Harter

as Big Claus

Tallulah Bankhead

as The Sea Witch (voice)

Victor Borge

as Zenith, the Second Tailor (voice)

Patty Duke

as Thumbelina (voice)

Sessue Hayakawa

as The Mole (voice)

Burl Ives

as Father Neptune (voice)

Boris Karloff

as The Rat (voice)

Hayley Mills

as The Little Mermaid (voice)

Cyril Ritchard

as The Sandman (voice)

Terry-Thomas

as Brig. Zachary Zilch, the First Tailor (voice)

Ed Wynn

as The Emperor (voice)

Larry D. Mann

as Various (voice)

Billie Mae Richards

as Various (voice)

James Daugherty

as Various (voice)

William Marine

as Various (voice)

Robert Goulet

as Singer (voice)