Ruth Chatterton
Lilly 'Queenie' Turner Dixon
George Brent
Bob Chandler
Frank McHugh
David 'Dave' Dixon
Guy Kibbee
Doc Peter McGill
Robert Barrat
Fritz 'Heinie'
Ruth Donnelly
Edna Yokum
Marjorie Gateson
Mrs. Bessie 'Ma' McGill
Gordon Westcott
Rex Durkee
Arthur Vinton
Sam Waxman
Grant Mitchell
Dr. Hawley
Margaret Seddon
Mrs. Turner
Mae Busch
Hazel
Irving Bacon
Earle Yokum (uncredited)
Jack Baxley
Man in Carnival Audience (uncredited)
Don Brodie
Man in Carnival Audience (uncredited)
Heinie Conklin
Diner Counterman (uncredited)
Frank Darien
Hotel Porter (uncredited)
Gordon De Main
Doctor (uncredited)
Neal Dodd
Minister at Wedding (uncredited)
June Gittelson
Fat Lady in Doc McGill's Audience (uncredited)
Harrison Greene
Wedding Guest (uncredited)
Ben Hall
Western Union Boy (uncredited)
Mayo Methot
Mrs. Durkee (uncredited)
William V. Mong
Honest Druggist (uncredited)
William J. O'Brien
Man at Carnival (uncredited)
Spec O'Donnell
Delivery Boy (uncredited)
Florence Roberts
Wedding Guest Calling for Bride (uncredited)
Guy Usher
Detective with Warrant (uncredited)
William Wagner
Man in Carnival Audience (uncredited)
Kathrin Clare Ward
Mrs. Flint - Cook at Wedding (uncredited)
Lucille Ward
Mother of Girl Admiring Rex (uncredited)
Tammany Young
Man in Sam's Tent (uncredited)