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| Joseph Cotten | Eugene |
| Tim Holt | George |
| Dolores Costello | Isabel |
| Anne Baxter | Lucy |
| Agnes Moorehead | Fanny |
| Richard Bennett | Maj. Amberson |
| Erskine Sanford | Roger Bronson |
| J. Louis Johnson | Sam, the butler (uncredited) |
| Donald Dillaway | Wilbur Minafer (uncredited) |
| Charles Phillips | Uncle John (uncredited) |
| Dorothy Vaughan | Mrs. Johnson (uncredited) |
| Elmer Jerome | Attendee at funeral (uncredited) |
| John Elliott | Guest |
| Olive Ball | Mary, the maid |
| Anne O'Neal | Mrs. Foster (uncredited) |
| Mel Ford | Fred Kinney |
Orson Welles' acclaimed drama follows two generations in a well-to-do Indianapolis family. Isabel Amberson receives a proposal from dashing Eugene, but opts instead to marry boring Wilbur. Time passes, and Wilbur and Isabel's only son, George, is loathed as a controlling figure in the town. When Wilbur dies, Eugene again proposes to Isabel, but George threatens the union. As George in turn courts the woman he wants to marry, a string of tragedies befalls the family.
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