Cast:
- Jiminy Cricket as Flick
- Cleo as Herself
- The Cat as The Bird
- Dinah Shore as Herself / "Bongo" Narrator
- Bongo as Manny
- Lulubelle as Gypsy Moth
- Lumpjaw as Thumper
- Edgar Bergan as Mr. Soil
- Luana Patten as Dot
- Charlie McCarthy as Roll
- Mortimer Snerd as Tuck
- Mickey Mouse as Slim
- Donald Dunk as Francis
- Goofy Goof as Heimlich
- The Golden Harp as Princess Atta
- Willie the Giant as Molt