- Selina Rogers as Darby
- Bill Williamson as Pooh
- Cab Calloway Orchestra (as Cab Calloway and His Band) as Owl
- Dance Troupe as Kanga
- 'Fats' Waller as Rabbit
- Dancers (as Nicholas Brothers) as Piglet and Eeyore
- Singer as Kessie
- Gabe Tucker as Roo
- Cab Calloway as Christopher Robin
- Katherine Dunham as Mama Heffalump
- The Tramp Band as Gopher
- and more
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