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| Mickey Rooney | Richard Miller |
| Gloria DeHaven | Muriel McComber |
| Walter Huston | Nat Miller |
| Frank Morgan | Uncle Sid |
| Jackie Jenkins | Tommy Miller |
| Marilyn Maxwell | Belle |
| Agnes Moorehead | Cousin Lily |
| Selena Royle | Mrs. Essie Miller |
| Michael Kirby | Arthur Miller |
| Shirley Johns | Mildred Miller |
| Hal Hackett | Wint |
| Anne Francis | Elsie Rand |
| John Alexander | Dave McComber |
| Virginia Brissac | Miss Hawley |
| Howard Freeman | Josiah Peabody |
| Director | Rouben Mamoulian
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| Producer | Arthur Freed
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| Writer | Frances Goodrich
Irving Brecher |
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Danville, Connecticut at the turn of the century. Young Richard Miller lives in a middle-class neighborhood with his family. He is in love with the girl next-door, Muriel, but her father isn't too happy with their puppy-love, since Richard always share his revolutionary ideas with her. |
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