Will Rogers as Doctor John Pearly

Anne Shirley as Fleety Belle

Irvin S. Cobb as Captain Eli

Eugene Pallette as Sheriff Rufe Jeffers

John McGuire as Duke

Berton Churchill as New Moses

Francis Ford as Efe

Roger Imhof as Pappy

Raymond Hatton as Matt Abel

Hobart Bosworth as Chaplain

Stepin Fetchit as Jonah

C.E. Anderson as Jailer

William Benedict as Breck

Heinie Conklin as Jailbird

D'Arcy Corrigan as Hangman

Luke Cosgrave as Labor Boss

Tex Driscoll as Townsman

Grace Goodall as Sheriff's Wife

Ben Hall as Fleety Belle's brother

Dell Henderson as Salesman

Robert Homans as Race Official

Si Jenks as Farmer at Demonstration

John Lester Johnson as Uncle Jeff

Ed Jones as New Elijah

Tiny Jones as Race Spectator

Fred Kohler Jr. as Ben

James A. Marcus as Warden

Louis Mason as Race Organizer

Charles Middleton as Fleety Belle's Father

Robert Milasch as Townsman

Ferdinand Munier as Governor

Robert Parrish as Boy

Vester Pegg as Mink

Jack Pennick as River Man with Pappy

Otto Richards as Prisoner

Lois Verner as Addie May