"A man who wants to join the circus against the wishes of his ex-circus clown father."
Joe E. Brown
as Happy Howard / Chuckles
Patricia Ellis
as Alice Madison
Dorothy Burgess
as Babe (aka Miss Mercedes)
Don Dillaway
as Jack
Harry Woods
as Ajax
Gordon Westcott
as Frank Madison
Ronnie Cosby
as Dickie Madison
Charles C. Wilson
as Sheldon
Ward Bond
as Spectator
Spencer Charters
as Kingsley
John Sheehan
as Moxley
Tom Dugan
as Mac (scenes deleted)
Earle Hodgins
as Circus Barker
Gordon Evans
as Undetermined Role
Ernest Clark
as Vaudeville Act
Alfredo Codona
as Trapeze Aerialist
Nick Copeland
as Husband in Audience
Eddie Fetherston
as Circus Worker
Poodles Hanneford
as Poodles the Acrobat
Lee Moran
as Slim
Lorin Raker
Eddie Shubert
as Card Player
Renee Whitney
as Sympathetic Circus Girl
Tom Wilson
as Man in Audience
Jack Wise
Ray Enright
Director
Bert Kalmar
Screenplay
Harry Ruby
Howard Oggle
Props
Vernon Larson
Assistant Camera