Roscoe Karns
as Phil Whittaker
Edith Evanson
as Alma
Minor Watson
as William J. Harding
Katharine Hepburn
as Tess Harding
Spencer Tracy
as Sam Craig
Reginald Owen
as Clayton
Sara Haden
as Matron
Fay Bainter
as Ellen Whitcomb
William Bendix
as "Pinkie" Peters
Gladys Blake
as Flo Peters
Dan Tobin
as Gerald Howe
William Tannen
as Ellis
Ludwig Stossel
as Dr. Lubbeck
Henry Roquemore
as Marcus P. Calverton
Cyril Ring
as Mr. Harding's Chauffeur (uncredited)
Ben Lessy
as Punchy (uncredited)
John Berkes
as Pal (uncredited)
Duke York
as Football Player (uncredited)
Winifred Harris
as Chairlady (uncredited)
Joe Yule
as Building Superintendent (uncredited)