Gary Cooper as The Kid

Sylvia Sidney as Nan Cooley

Paul Lukas as Big Fellow Maskal

William 'Stage' Boyd as McCoy

Wynne Gibson as Agnes

Guy Kibbee as Pop Cooley

Stanley Fields as Blackie

Betty Sinclair as Pansy

Robert Homans as Police inspector

Barbara Leonard as Esther March

Paulette Goddard as Nightclub Patron (uncredited)