 Tyrone PowerStanton 'Stan' Carlisle | Stanton 'Stan' Carlisle |
 Helen WalkerLilith Ritter | Lilith Ritter |
 Coleen GrayMolly Carlisle | Molly Carlisle |
 Joan BlondellZeena Krumbein | Zeena Krumbein |
 Taylor HolmesEzra Grindle | Ezra Grindle |
 Mike MazurkiBruno | Bruno |
 Ian KeithPete Krumbein | Pete Krumbein |
 Roy RobertsMcGraw / Final Carnival Owner (uncredited) | McGraw / Final Carnival Owner (uncredited) |
 Florence AuerJane (uncredited) | Jane (uncredited) |
 Bonnie BannonKnife Thrower's Assistant (uncredited) | Knife Thrower's Assistant (uncredited) |
 George BerangerThe Geek (uncredited) | The Geek (uncredited) |
 Oliver BlakeHobo (uncredited) | Hobo (uncredited) |
| JJune BolynMaid in Grindle House (uncredited) | Maid in Grindle House (uncredited) |
 Chet BrandenburgCarnival Patron (uncredited) | Carnival Patron (uncredited) |
 James BurkeRural Marshal (uncredited) | Rural Marshal (uncredited) |
 George ChandlerHobo at Stan's Left Hand (uncredited) | Hobo at Stan's Left Hand (uncredited) |
 Harry CheshireMr. Prescott (uncredited) | Mr. Prescott (uncredited) |
| EEdward ClarkJ.E. Giles / Farmer (uncredited) | J.E. Giles / Farmer (uncredited) |
 Clancy CooperStage Manager (uncredited) | Stage Manager (uncredited) |
 George DavisWaiter (uncredited) | Waiter (uncredited) |
 Julia DeanAddie Peabody (uncredited) | Addie Peabody (uncredited) |
 Sayre DearingNight Club Patron (uncredited) | Night Club Patron (uncredited) |
 James FlavinHoatley / First Carnival Owner (uncredited) | Hoatley / First Carnival Owner (uncredited) |
| NNina GilbertWorried Mother in Spode Room (uncredited) | Worried Mother in Spode Room (uncredited) |
 Henry HallLilith's Friend in Spode Room (uncredited) | Lilith's Friend in Spode Room (uncredited) |
 Robert KarnesJoe / Bellhop (uncredited) | Joe / Bellhop (uncredited) |
 Kenner G. KempNight Club Patron (uncredited) | Night Club Patron (uncredited) |
| MMax LinderMan in Spode Room (uncredited) | Man in Spode Room (uncredited) |
 George LloydHobo (uncredited) | Hobo (uncredited) |
 Laurette LuezKnife Thrower's Assistant (uncredited) | Knife Thrower's Assistant (uncredited) |
