Randolph Scott as Honest John Calhoun aka Gentleman Jack

Gypsy Rose Lee as Belle De Valle

Dinah Shore as Lettie Candless

Bob Burns as Sam Slade

Charles Winninger as Pop Candless

William Marshall as Steve Atterbury

Guinn "Big Boy" Williams as Sheriff Mervin Maitland

Robert Armstrong as George

Florence Bates as Viola Chase

Victor Kilian as Professor Salsbury

Wanda McKay as Cherie Atterbury

Edward Fielding as C.V. Atterbury

Jane Hale as Dance Specialty

Chuck Hamilton as Saloon Patron (uncredited)

Edmund Mortimer as Saloon Patron (uncredited)

Poppy Wilde as Saloon Girl (uncredited)

Eddie Acuff as Miner (uncredited)

Foncilla Adams as Girl (uncredited)

Walter Bacon as Miner (uncredited)

John Barton as Barfly (uncredited)

Hank Bell as 1st Bartender (uncredited)

Ted Billings as Townsman (uncredited)

Harry C. Bradley as Saloon Patron with Hat (uncredited)

Chet Brandenburg as Miner (uncredited)

Linda Brent as Yukon Belle Dancer (uncredited)

Horace B. Carpenter as Townsman (uncredited)

Alma Carroll as Yukon Belle (uncredited)

Joan Chaffee as Yukon Belle Dancer (uncredited)

Eddy Chandler as Messenger (uncredited)

Rube Dalroy as Barfly (uncredited)

Lew Davis as Waiter (uncredited)

Robert Dudley as Storekeeper (uncredited)

Al Ferguson as Man Announcing Riverboat's Arrival (uncredited)

Joel Friend as Dancer (uncredited)

Harrison Greene as Stage Manager (uncredited)

Kit Guard as Barfly (uncredited)

Robert Haines as Barfly (uncredited)

Oscar 'Dutch' Hendrian as Miner (uncredited)

Tom Herbert as Barfly (uncredited)

Al Hill as Miner (uncredited)

Reed Howes as Barfly (uncredited)

Dorothy Koster as Yukon Belle Dancer (uncredited)

Ethan Laidlaw as Townsman (uncredited)

Mickey Malloy as Yukon Belle Dancer (uncredited)

Kermit Maynard as Mob Member (uncredited)

Francis McDonald as Miner Investing on River-Freeze Date (uncredited)

Pat McKee as Barfly (uncredited)

Frank Mills as Frank (uncredited)

Frank Moran as Miner (uncredited)

Bill Nestell as Miner (uncredited)

Jack Perrin as Barfly (uncredited)

Jack Perry as Barfly (uncredited)

Irving Pichel as Narrator (uncredited)

Ed Randolph as Waiter (uncredited)

Dick Rich as Ship's Captain (uncredited)

Dewey Robinson as Man at Craps Table (uncredited)

Albert Ruiz as Dancer (uncredited)

Harry Seymour as Disgruntled Bank Depositor (uncredited)

Charles Soldani as Indian Chief (uncredited)

Cap Somers as Barfly (uncredited)

Harry Tenbrook as Harry (uncredited)

Jack Tornek as Miner (uncredited)

Victor Travis as Bartender (uncredited)

Ruth Valmy as Yukon Belle Dancer (uncredited)

Eddy Waller as Lynch Mob Member with Rope (uncredited)

Lane Watson as Miner (uncredited)

Lee 'Lasses' White as Wagon Driver (uncredited)