 Jean HarlowCarol Clayton | Carol Clayton |
 Clark GableDuke Bradley | Duke Bradley |
 Lionel BarrymoreGrandpa Clayton | Grandpa Clayton |
 Frank MorganJesse Kiffmeyer | Jesse Kiffmeyer |
 Walter PidgeonHartley Madison | Hartley Madison |
 Una MerkelFritzi Kiffmeyer | Fritzi Kiffmeyer |
 Hattie McDanielRosetta | Rosetta |
 George ZuccoDr. Bierd | Dr. Bierd |
 Margaret HamiltonLady at Kiffmeyer's table in train dining car | Lady at Kiffmeyer's table in train dining car |
 Jonathan HaleFrank Clayton | Frank Clayton |
 Cliff EdwardsTip | Tip |
 Frankie DarroDixie Gordon | Dixie Gordon |
| HHenry StoneHurley | Hurley |
 Ruth GilletteMrs. Hurley | Mrs. Hurley |
 Dennis O'KeefeParty guest | Party guest |
 John HyamsHorse Owner (uncredited) | Horse Owner (uncredited) |
 Si JenksGardener (uncredited) | Gardener (uncredited) |
 Bert MoorhouseHorse Race Bit (uncredited) | Horse Race Bit (uncredited) |
 Bert RoachPassenger on Train (uncredited) | Passenger on Train (uncredited) |
 Wanda PerryGirl at the Racetrack (uncredited) | Girl at the Racetrack (uncredited) |
 Ernie StantonMan in Crowd (uncredited) | Man in Crowd (uncredited) |
