Irene Dunne as Ann Vickers

Walter Huston as Barney Dolphin

Conrad Nagel as Lindsey Atwell

Bruce Cabot as Captain Lafe Resnick

Edna May Oliver as Malvina Wormser

Sam Hardy as Russell Spaulding

Mitchell Lewis as Captain Waldo

Murray Kinnell as Dr. Slenk - Copper Gap Warden

Helen Eby-Rock as Kitty Cognac

Gertrude Michael as Mona Dolphin

J. Carrol Naish as Dr. Sorelle

Sarah Padden as Lil

Reginald Barlow as Chaplain

Rafaela Ottiano as Mrs. Feldermans

Wally Albright as Mischa Feldermans (uncredited)

Margaret Armstrong as Miss Jones (uncredited)

Irving Bacon as Waiter (uncredited)

May Beatty as Nurse (uncredited)

Katherine Block as Prison Matron (uncredited)

Estelle Brody as Prisoner (uncredited)

William P. Carleton as Bit Part (uncredited)

Jimmy Casey as Reporter (uncredited)

Bill Cody as Guard (uncredited)

Helen Cromwell as Mrs. Bingham (uncredited)

John Cromwell as Sad Faced Doughboy (uncredited)

Jenny Dark as Prisoner (uncredited)

Jane Darwell as Mrs. Gage (uncredited)

Robert Doran as Bit Part (uncredited)

Mary Foy as Big Prison Matron in Warden's Office (uncredited)

Jack Gargan as Bit Part (uncredited)

Clarence Geldart as Judge (uncredited)

Lillian Harmer as Prison Matron in Warden's Office (uncredited)

Jessie Heathman as Prison Matron (uncredited)

Fay Holderness as Prison Matron (uncredited)

Arthur Hoyt as Mr. Penny (uncredited)

Walter James as Guard (uncredited)

Dan Jones as Guard (uncredited)

Willie Keeler as Guard (uncredited)

David Kirby as Guard (uncredited)

Violet Knights as Prisoner (uncredited)

John Larkin as Black Trusty (uncredited)

June Mathews as Prisoner (uncredited)

Edwin Maxwell as Defense Attorney (uncredited)

Geneva Mitchell as Leah Burbaum (uncredited)

William F. Moran as Court Clerk (uncredited)

L.J. O'Connor as Inmate (uncredited)

Reginald Pasch as Ben Fledermans (uncredited)

Fred Santley as Sam (uncredited)

Larry Steers as Prosecutor (uncredited)

Marjorie Tucker as Prison Matron (uncredited)

Fred Walsh as Bit Part (uncredited)

Larry Williams as Man with Barney at Malvina's Party (uncredited)