Directed by John Robertson Screenplay by Milton Krims John Twist Arthur T. Horman Story by Wanda Tuchock Produced by Cliff Reid May Robson - Laura Bayles Mary Carlisle - Gerry Killaine Fred MacMurray - Sandy Alan Hale - Click Dade Etienne Girardot - Mellis William Burress - Butts Hale Hamilton - Killaine Edward Van Sloan - Holland Fred Kohler Jr. - Bill Belden Onest Conley - Neptune Directed by John G. Blystone Written by Lamar Trotti Based on Gentle Julia by Booth Tarkington Produced by Sol M. Wurtzel Jane Withers as Florence Atwater Tom Brown as Noble Dill Marsha Hunt as Julia Atwater Jackie Searl as Herbert Livingston Atwater Francis Ford as Tubbs, Fish Peddler George Meeker as Crum Maurice Murphy as Newland Sanders Harry Holman as Grandpa Atwater Myra Marsh as Mrs. Atwater Hattie McDaniel as Kitty Silvers Jackie Hughes as Henry Rooter Eddie Buzard as Wallie Torbin Frank Sully as Mr. Toms Mary Alden as Aunt Lynn Bari as Young Lady Outside Church / Jealous Girl at Dance Mary Carr as Old Lady at Dance Harvey Clark as Fat Man with Umbrella John Dilson as Uncle Grace Goodall as Aunt Roger Gray as Policeman Arthur Hoyt as Mr. Wainwright - Justice of the Peace Marcia Mae Jones as Patty Fairchild Jane Keckley as Neighbor at Dance Frederick Lee in a minor role Tom Ricketts as Old Man in Church / at Dance Cyril Ring as Neighbor at Dance Edwin Stanley as Mr. Atwater Paul Stanton as Minister Landers Stevens as Uncle Maidel Turner as Justice's Wife Hilda Vaughn as Telephone Operator Lois Verner as Choir Member Niles Welch as Book Salesman Florence Wix as Aunt Fannie