Lilly Turner

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)