- Rick Blaine as Papa Bear
- Ilsa Lund as Mama Bear
- Victor Laszlo as Farmer Ben
- Captain Louis Renault as Brother Bear
- Major Signor Ferrari as Principal Honeycomb
- Signor Ferrari as Teacher Bob
- Signor Ugarte as Mayor Honeypot
- Pickpocket as Professor Actual Factual
- Sascha as Gramps
- Yvonee as Sister Bear
- Berger as Squire Grizzly
- Carl as Trudy Brunowitz
- Sam as Raffish Ralph
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