Henry Fonda as Meredith

Joanne Woodward as Mary

Jason Robards as Henry Drummond

Paul Ford as C.P. Ballinger

Charles Bickford as Benson Tropp

Burgess Meredith as Doc Scully

Kevin McCarthy as Otto Habershaw

Robert Middleton as Dennis Wilcox

John Qualen as Jesse Buford

Jean-Michel Michenaud as Jackie

James Berwick as Sam Rhine

Allen Collins as Toby

Jim Boles as Pete

Virginia Gregg as Mrs. Drummond

Chester Conklin as Old Man in Saloon

Mae Clarke as Mrs. Craig

Ned Glass as Owney Price

James Griffith as Mr. Stribling

Noah Keen as Sparrow

Milton Selzer as Fleeson

Victor Adamson as Barfly Doc Talks To (uncredited)

Fred Aldrich as Barfly (uncredited)

Richard Alexander as Barfly (uncredited)

Mark Allen as Blacksmith (uncredited)

Walter Bacon as Barfly (uncredited)

John Bose as Barfly (uncredited)

Rudy Bowman as Barfly (uncredited)

John Breen as Barfly (uncredited)

Loren Brown as Casino Worker (uncredited)

Claudia Bryar as Mrs. Price (uncredited)

Mushy Callahan as Townsman (uncredited)

Noble 'Kid' Chissell as Townsman (uncredited)

Bud Cokes as Townsman (uncredited)

William Cort as Arthur (uncredited)

Russell Custer as Barfly (uncredited)

Tom Fadden as Harry Tate (uncredited)

Joe Garcio as Barfly (uncredited)

Tony Giorgio as Steamboat (uncredited)

Louise Glenn as Celie Drummond (uncredited)

George Golden as Barfly (uncredited)

James Gonzalez as Barfly (uncredited)

Duke Green as Barfly (uncredited)

Herman Hack as Townsman (uncredited)

Chick Hannan as Casino Patron (uncredited)

Buck Harrington as Barfly (uncredited)

Chester Hayes as Barfly (uncredited)

Percy Helton as Kevin McKenzie (uncredited)

Lars Hensen as Barfly (uncredited)

Jimmie Horan as Barfly (uncredited)

Thomas E. Jackson as Rt. Rev. Mr. Monckton (uncredited)

Harvey Karels as Casino Patron (uncredited)

Kenner G. Kemp as Barfly (uncredited)

Johnny Kern as Barfly (uncredited)

Richard LaMarr as Townsman (uncredited)

Natalie Masters as Mrs. Stribling (uncredited)

Philo McCullough as Barfly (uncredited)

Rod McGaughy as Townsman (uncredited)

Clyde McLeod as Barfly (uncredited)

Jackie Minty as Preston Drummond (uncredited)

Marilyn Powell as Singer (uncredited)

John Rice as Dealer (uncredited)

John Roy as Barfly (uncredited)

Kenneth Sanborn as Barfly (uncredited)

Chick Sheridan as Casino Patron (uncredited)

Carl Sklover as Casino Patron (uncredited)

Henry Slate as Piano Player (uncredited)

Ted Smile as Townsman (uncredited)

Cap Somers as Townsman (uncredited)

Charles Sullivan as Barfly (uncredited)

Hal Taggart as Barfly (uncredited)

Jack Tornek as Townsman (uncredited)

George Tracy as Barfly (uncredited)

Max Wagner as Cashier (uncredited)

Chalky Williams as Barfly (uncredited)