Ruth Chatterton

as Celia Whittaker

Otto Kruger

as David Eastman

Marian Marsh

as Joan Whittaker

Lionel Atwill

as Mr. Stephen Whittaker

Robert Allen

as Dr. Richard Terrance

Lloyd Nolan

as Michael Harvey

Elisabeth Risdon

as Mrs. Emily Whittaker

Nana Bryant

as Aunt Harriet Whittaker