Cast 32

1. 

   Ruth Chatterton

   Lilly 'Queenie' Turner Dixon

2. 

   George Brent

   Bob Chandler

3. 

   Frank McHugh

   David 'Dave' Dixon

4. 

   Guy Kibbee

   Doc Peter McGill

5. 

   Robert Barrat

   Fritz 'Heinie'

6. 

   Ruth Donnelly

   Edna Yokum

7. 

   Marjorie Gateson

   Mrs. Bessie 'Ma' McGill

8. 

   Gordon Westcott

   Rex Durkee

9. 

   Arthur Vinton

   Sam Waxman

10. 

    Grant Mitchell

    Dr. Hawley

11. 

    Margaret Seddon

    Mrs. Turner

12. 

    Mae Busch

    Hazel

13. 

    Irving Bacon

    Earle Yokum (uncredited)

14. Jack Baxley

    Man in Carnival Audience (uncredited)

15. 

    Don Brodie

    Man in Carnival Audience (uncredited)

16. 

    Heinie Conklin

    Diner Counterman (uncredited)

17. 

    Frank Darien

    Hotel Porter (uncredited)

18. 

    Gordon De Main

    Doctor (uncredited)

19. Neal Dodd

    Minister at Wedding (uncredited)

20. 

    June Gittelson

    Fat Lady in Doc McGill's Audience (uncredited)

21. Harrison Greene

    Wedding Guest (uncredited)

22. Ben Hall

    Western Union Boy (uncredited)

23. 

    Mayo Methot

    Mrs. Durkee (uncredited)

24. 

    William V. Mong

    Honest Druggist (uncredited)

25. William J. O'Brien

    Man at Carnival (uncredited)

26. 

    Spec O'Donnell

    Delivery Boy (uncredited)

27. 

    Florence Roberts

    Wedding Guest Calling for Bride (uncredited)

28. 

    Guy Usher

    Detective with Warrant (uncredited)

29. William Wagner

    Man in Carnival Audience (uncredited)

30. 

    Kathrin Clare Ward

    Mrs. Flint - Cook at Wedding (uncredited)

31. 

    Lucille Ward

    Mother of Girl Admiring Rex (uncredited)

32. 

    Tammany Young

    Man in Sam's Tent (uncredited)

Crew 10