
| John Wayne | ... | Duke Fergus |
 | Ann Dvorak | ... | Ann 'Flaxen' Tarry |

| Joseph Schildkraut | ... | Boss Tito Morell |
 | William Frawley | ... | Wolf Wylie |
 | Virginia Grey | ... | Rita Dane |
 | Russell Hicks | ... | Cyrus Danver, Owner San Francisco Star |
 | Jack Norton | ... | Byline Conners, Reporter San Francisco Star |

| Paul Fix | ... | Calico Jim |
 | Manart Kippen | ... | Dr. Gorman |
 | Eve Lynne | ... | Martha, Morell's Secretary |
 | Marc Lawrence | ... | Joe Disko, Gambler |
 | Butterfly McQueen | ... | Beulah, Flaxen's Maid |
 | Rex Lease | ... | Collingswood, headwaiter |
 | Hank Bell | ... | Hank, cabby |
 | Al Murphy | ... | Horseshoe Brown |
| rest of cast listed alphabetically: |
 | Eddie Acuff | ... | Smokey, the Train Engineer (uncredited) |
 | Doc Adams | ... | Barfly (uncredited) |
 | Melva Anstead | ... | Dancehall Girl (uncredited) |
 | George Boyce | ... | Specialty Dancer (uncredited) |
 | Roy Butler | ... | Telephone Man (uncredited) |
 | Dorothy Christy | ... | Mother Bronson (uncredited) |
 | Edmund Cobb | ... | Townsman (uncredited) |

| Gino Corrado | ... | Waiter (uncredited) |
 | Kenne Duncan | ... | Gambler (uncredited) |
 | Joe Evans | ... | Specialty Dancer (uncredited) |
 | Jack Gargan | ... | Bartender (uncredited) |
 | Bud Geary | ... | Henchman (uncredited) |
 | Frank Hagney | ... | Morell Henchman (uncredited) |
 | William Halligan | ... | Tom Buckman (uncredited) |
 | Stuart Hamblen | ... | Jud McCone (uncredited) |
 | Chuck Hamilton | ... | Barfly (uncredited) |
 | Frank Jaquet | ... | Prominent Citizen (uncredited) |
 | Willie Keeler | ... | Barfly (uncredited) |
 | Patricia Knox | ... | Dancehall Girl (uncredited) |
 | Tom London | ... | Thompson, Townsman in Mob (uncredited) |
 | Adele Mara | ... | Marie (uncredited) |
 | Charles Marsh | ... | Speaker (uncredited) |
 | Frankie Marvin | ... | Cowboy (uncredited) |
 | Frank McCarroll | ... | Attendant (uncredited) |
 | Philo McCullough | ... | Bit Role (uncredited) |
 | Pat McKee | ... | Barfly (uncredited) |
 | Jack Mulhall | ... | Gambler (uncredited) |
 | William J. O'Brien | ... | Waiter (uncredited) |
 | Jack O'Shea | ... | Barnes, the Dice Table Croupier (uncredited) |
 | Bud Osborne | ... | Bartender (uncredited) |
 | Eddie Parker | ... | Pedestrian (uncredited) |
 | Victor Potel | ... | Train Fireman (uncredited) |
 | Bobbie Priest | ... | Bit (uncredited) |
 | Hugh Prosser | ... | Fred Mallen (uncredited) |
 | Beverly Reedy | ... | Dancehall Girl (uncredited) |
 | Joe Rickson | ... | Dealer (uncredited) |
 | Arlyn Roberts | ... | Dancehall Girl (uncredited) |
 | Hector Sarno | ... | Spectator at Dice Table (uncredited) |
 | Lee Shumway | ... | Casey (uncredited) |
 | Larry Steers | ... | Gambler (uncredited) |
 | Charles Sullivan | ... | Calico Jim's Bartender (uncredited) |
 | Emmett Vogan | ... | Gleason, Rita's Agent (uncredited) |
 | Bill Wolfe | ... | Barfly in White Suit (uncredited) |