Lana Turner as Peggy Evans aka Carol Burden

Robert Young as Bob Stuart

Walter Brennan as Cornelius Burden

May Whitty as Baba

Eugene Pallette as Durstin

Alan Mowbray as English Gentleman

Florence Bates as Mrs. Amanda Roanoke-Brooke

Howard Freeman as Mr. Quill

Millard Mitchell as Baldwin

Ward Bond as Jimmy

Pamela Blake as Mitzi

Ray Collins as Snodgrass

Paul Stanton as Stanhope

O. K. Ford as Music Lover

Eddie Acuff as - (uncredited)

Hooper Atchley as Man Getting on Bus (uncredited)

Louise Bates as Woman mistaking paint for blood (uncredited)

Barbara Bedford as Customer (uncredited)

Arthur Belasco as Customer (uncredited)

Brooks Benedict as Man in Lobby (uncredited)

Gertrude Bennett as Woman in newspaper office (uncredited)

Robert Blake as Boy on porch (uncredited)

Billy Bletcher as Customer (uncredited)

John Butler as 'Tribune' reporter (uncredited)

Spencer Charters as Claudius Swade- motel owner (uncredited)

Cliff Clark as Detective (uncredited)

Jimmy Conlin as Bartender at opera (uncredited)

Gene Coogan as Man outside newspaper office (uncredited)

Sidney D'Albrook as Customer (uncredited)

Guy D'Ennery as Waiter at party (uncredited)

Joe Devlin as Painter (uncredited)

Don Dillaway as McGraw- photographer (uncredited)

John Dilson as 'Telegram' reporter (uncredited)

Abe Dinovitch as Man in newspaper office (uncredited)

Hazel Dohlman as Dowager (uncredited)

Ann Doran as Salesgirl (uncredited)

Charles Dorety as Workman (uncredited)

Mimi Doyle as Miss Kingsway (uncredited)

Edward Earle as Newspaper employee (uncredited)

Mary Elliott as Operator (uncredited)

Fern Emmett as Burden's maid (uncredited)

Frank Faylen as Gateman (uncredited)

James Ford as Reggie - Amanda's escort (uncredited)

Jack Gardner as Usher (uncredited)

Sugar Geise as Customer (uncredited)

Gibson Gowland as Opera patron (uncredited)

Mahlon Hamilton as Customer (uncredited)

Harry Hayden as Doctor (uncredited)

Grace Hayle as Banana split customer (uncredited)

Dell Henderson as Doorman (uncredited)

E. Mason Hopper as Man in newspaper office (uncredited)

Lilyan Irene as Maid (uncredited)

Gladden James as Newspaper employee (uncredited)

Marjorie Kane as Customer (uncredited)

Alice Keating as Customer in department store (uncredited)

Del Lawrence as Customer (uncredited)

Nolan Leary as Music lover (uncredited)

Cathy Lewis as Salesgirl (uncredited)

Clinton Lyle as Customer (uncredited)

George Lynn as 'Times' reporter (uncredited)

Charles Marsh as Man on the street (uncredited)

Mickey Martin as Messenger (uncredited)

Ralph McCullough as Man in newspaper office (uncredited)

Kitty McHugh as Salesgirl (uncredited)

Charles Meakin as Man in newspaper office (uncredited)

Kay Medford as Girl getting off bus (uncredited)

Roger Moore as Assistant floorwalker (uncredited)

Sue Moore as Salesgirl (uncredited)

Patsy Moran as Salesgirl (uncredited)

Mantan Moreland as Waiter at Swade's (uncredited)

Sandra Morgan as Woman on street (uncredited)

Frances Morris as Salesgirl (uncredited)

Thomas Murray as Onlooker (uncredited)

William Newell as Waiter (uncredited)

Robert Emmett O'Connor as Reporter (uncredited)

Al Ochs as Truck driver (uncredited)

Garry Owen as Detective (uncredited)

Emory Parnell as Policeman at newspaper office (uncredited)

Paul Parry as Man in newspaper office (uncredited)

Gil Perkins as - (uncredited)

Eddie Phillips as Reporter (uncredited)

Eugene Radovitch as Bit in newspaper office

Frances Rafferty as Girl getting off bus

Charles Ray as Opera patron (uncredited)

Robin Raymond as Girl (uncredited)

Gordon Richards as Garrett - butler (uncredited)

Cyril Ring as Man outside newspaper office (uncredited)

Henry Roquemore as Man with opera glasses (uncredited)

Walter Sande as Reporter (uncredited)

Bernard Sell as Usher at concert (uncredited)

Harry Semels as Italian at concert (uncredited)

Almira Sessions as Peggy's landlady (uncredited)

Sam Simone as Assistant floorwalker (uncredited)

George Sorel as Captain of waiters at party (uncredited)

Leigh Sterling as Young dancer (uncredited)

Harry Strang as Driver (uncredited)

Henry Sylvester as Music lover (uncredited)

Ray Teal as Pedestrian lifting Peggy up (uncredited)

Harry Tyler as Hillyer (uncredited)

Norma Varden as Opera singer (uncredited)

Dorothy Vernon as Woman in newspaper office (uncredited)

James Warren as Young dancer (uncredited)

Pat West as Man getting on bus and dropping penny (uncredited)

Ruth Dwyer as Customer in department store (uncredited)

Dick Gordon as Opera Guest (uncredited)