Top Billed Cast

1. 

   Jack Holt

   Buck Rankin

2. 

   Jean Arthur

   Sandy

3. 

   Donald Cook

   Bob

4. 

   Allen Jenkins

   Mac

5. 

   Lila Lee

   Helen

6. 

   John Miljan

   Barney Gaige

7. 

   Rita La Roy

   Thelma

8. 

   Oscar Apfel

   Editor

9. 

   Willard Robertson

   Morrison

10. 

    Ward Bond

    Farley

11. 

    Ernie Adams

    Ben (uncredited)

12. 

    Lowden Adams

    Davis (uncredited)

13. 

    Maidena Armstrong

    Fat Lady in Carnival (uncredited)

14. 

    Max Barwyn

    Headwaiter (uncredited)

15. 

    Jack Baxley

    Carnival Barker (uncredited)

16. 

    Brooks Benedict

    Reporter (uncredited)

17. 

    Eddie Borden

    Annoyed Carnival Customer (uncredited)

18. 

    Harry Brown

    Chauffeur (uncredited)

19. 

    James Bradbury Jr.

    Small Town Nance at Carnival (uncredited)

20. 

    Edward Cecil

    Waiter (uncredited)

21. 

    Gino Corrado

    Tony (uncredited)

22. 

    Broderick Crawford

    Guard Outside Paradise Club (uncredited)

23. 

    Jack Curtis

    Policeman (uncredited)

24. 

    Bud Davies

    Contortionist at Carnival (uncredited)

25. 

    James Dime

    Carnival Brawl Victim (uncredited)

26. 

    Phil Dunham

    John (uncredited)

27. 

    Margaret Ehrlich

    Bashful Girl (uncredited)

28. 

    Rosita Foucher

    Telephone Operator (uncredited)

29. 

    Harrison Greene

    Carnival Barker (uncredited)

30. 

    Jolly Lee Harvey

    Fat Lady at Carnival (uncredited)

31. 

    A.R. Haysel

    Warden J.R. Mackenzie (uncredited)

32. 

    Lottie Hildebrand

    Small Town Woman at Carnival (uncredited)

33. 

    Al Hill

    Spike (uncredited)

34. 

    Earle Hodgins

    Carnival Barker (uncredited)

35. 

    Kenner G. Kemp

    Nightclub Patron (uncredited)

36. 

    Rosalie Lincoln

    Maid (uncredited)

37. 

    Nelson McDowell

    Townsman at Carnival (uncredited)

38. 

    Charles McMurphy

    Policeman (uncredited)

39. 

    Lu Ann Meredith

    Bashful Girl (uncredited)

40. 

    Tony Merlo

    Waiter (uncredited)

41. 

    Frank O'Connor

    Sheriff (uncredited)

42. 

    Blanche Payson

    John’s Henpecking Wife (uncredited)

43. 

    Hal Price

    Traffic Cop (uncredited)

44. 

    Jack Raymond

    Carnival Vendor (uncredited)

45. 

    Ed Schaefer

    Policeman (uncredited)

46. 

    Jerome Storm

    Reporter (uncredited)

47. 

    Harry Strang

    Taxicab Driver (uncredited)

48. 

    John M. Sullivan

    Judge (uncredited)

49. 

    Richard Sumner

    Clerk (uncredited)

50. 

    Ethel Sykes

    Girl at Duke’s Table (uncredited)

51. 

    Billie Van Every

    Girl at Duke’s Table (uncredited)

52. 

    Monte Vandergrift

    Prison Guard (uncredited)

53. 

    Lillian West

    Nurse (uncredited)

54. 

    Harry Wilson

    Carnival Customer in Brawl (uncredited)