Jack Holt

Buck Rankin

Jean Arthur

Sandy

Donald Cook

Bob

Allen Jenkins

Mac

Lila Lee

Helen

John Miljan

Barney Gaige

Rita La Roy

Thelma

Oscar Apfel

Editor

Willard Robertson

Morrison

Ward Bond

Farley

Ernie Adams

Ben (uncredited)

Lowden Adams

Davis (uncredited)

Maidena Armstrong

Fat Lady in Carnival (uncredited)

Max Barwyn

Headwaiter (uncredited)

Jack Baxley

Carnival Barker (uncredited)

Brooks Benedict

Reporter (uncredited)

Eddie Borden

Annoyed Carnival Customer (uncredited)

Harry Brown

Chauffeur (uncredited)

James Bradbury Jr.

Small Town Nance at Carnival (uncredited)

Edward Cecil

Waiter (uncredited)

Gino Corrado

Tony (uncredited)

Broderick Crawford

Guard Outside Paradise Club (uncredited)

Jack Curtis

Policeman (uncredited)

Bud Davies

Contortionist at Carnival (uncredited)

James Dime

Carnival Brawl Victim (uncredited)

Phil Dunham

John (uncredited)

Margaret Ehrlich

Bashful Girl (uncredited)

Rosita Foucher

Telephone Operator (uncredited)

Harrison Greene

Carnival Barker (uncredited)

Jolly Lee Harvey

Fat Lady at Carnival (uncredited)

A.R. Haysel

Warden J.R. Mackenzie (uncredited)

Lottie Hildebrand

Small Town Woman at Carnival (uncredited)

Al Hill

Spike (uncredited)

Earle Hodgins

Carnival Barker (uncredited)

Kenner G. Kemp

Nightclub Patron (uncredited)

Rosalie Lincoln

Maid (uncredited)

Nelson McDowell

Townsman at Carnival (uncredited)

Charles McMurphy

Policeman (uncredited)

Lu Ann Meredith

Bashful Girl (uncredited)

Tony Merlo

Waiter (uncredited)

Frank O'Connor

Sheriff (uncredited)

Blanche Payson

John’s Henpecking Wife (uncredited)

Hal Price

Traffic Cop (uncredited)

Jack Raymond

Carnival Vendor (uncredited)

Ed Schaefer

Policeman (uncredited)

Jerome Storm

Reporter (uncredited)

Harry Strang

Taxicab Driver (uncredited)

John M. Sullivan

Judge (uncredited)

Richard Sumner

Clerk (uncredited)

Ethel Sykes

Girl at Duke’s Table (uncredited)

Billie Van Every

Girl at Duke’s Table (uncredited)

Monte Vandergrift

Prison Guard (uncredited)

Lillian West

Nurse (uncredited)

Harry Wilson

Carnival Customer in Brawl (uncredited)

Roy William Neill

Director

Ethel Hill

Screenplay

Dorothy Howell

Screenplay

Howard Emmett Rogers

Story

Richard Cahoon

Editor

Benjamin H. Kline

Director of Photography

Adolph L. Schafer

Assistant Camera

Dave Ragin

Camera Operator

John Hoffman

Special Effects

Glenn Rominger

Sound

Wilbur McGaugh

Assistant Director

Joseph H. August

Additional Director of Photography

John Stumar

Additional Director of Photography

Fayte M. Browne

Camera Operator

Fred Dawson

Assistant Camera

Marcel Grand

Assistant Camera

Alfred S. Keller

Assistant Camera

John L. Russell

Assistant Camera

Jack Anderson

Assistant Camera

Glenn Rominger

Sound Engineer

Evelyn Fontayne

Stand In

Jack Long

Stunt Double

Robert North

Supervising Producer

Harold Dodds

Casting Director

Dan Kelly

Casting Director