Henry Fonda as Chad Hanna

Dorothy Lamour as Albany Yates / Lady Lillian

Linda Darnell as Caroline Tridd Hanna

Guy Kibbee as A. D. Huguenine

Jane Darwell as Mrs. Bettina Huguenine

John Carradine as B. D. Bisbee

Ted North as Fred Shepley

Roscoe Ates as Ike Wayfish

Ben Carter as Bell Boy

Frank M. Thomas as Burke

Olin Howland as Cisco Tridd

Frank Conlan as Mr. Elmer Proudfoot

Eddie Conrad as Fiero

Edward McWade as Elias

Edward Mundy as Joe Duddy

George Davis as Pete Bostock

Paul E. Burns as Budlong

Sarah Padden as Mrs. Todd

Leonard St. Leo as Mr. Pamplon

Elizabeth Abbott as Mrs. Pamplon

Tully Marshall as Mr. Mott

Virginia Brissac as Landlady

Si Jenks as Farmer

Victor Kilian as Potato Man

Louis Mason as Constable

Rondo Hatton as Canvasman (uncredited)

Herbert Ashley as Townsman

Ora May Carlson as Little Girl

Dick Gilbert as Bruiser in Audience

Payne B. Johnson as Boy at Circus Parade

Nelson McDowell as Townsman

Clarence Muse as Henry Prince

James Pierce as Big Man

Dick Rich as Bruiser in Audience

Allen D. Sewall as Tavern Patron

Paul Sutton as Bruiser in Audience

Harry Tenbrook as Canvasman

Maxine Tucker as Servant Girl

Blackie Whiteford as Bruiser in Audience