
Charlie Bartlett is a retired railroad worker whose dream of crossing the country in a hot air balloon is encouraged by his grandson Morris O'Neill, who decides to go along for the ride despite the misgivings of his widowed mother whose plans to remarry have left him disenchanted.

as Charlie Bartlett

as Susan O'Neill

as Wes Cummings

as Ben Khlover

as Alfred Lawson

as Uncle Mike

as Carlo

as Mrs. Lawson

as Joey

as Morris O'Neill

as Sam Spade

as Police Sergeant

as Fraiser (as Morgan Farlay)

as Clerk

as Lucas

as Sgt. Squire

as Gardener

as Morgan (as Irvin Mosley)

as Grant

as Mallox

as Gangster's Moll (uncredited)

as Deputy Sheriff (uncredited)

as Trucker (uncredited)