A little orphan girl walks into the life of a hand-to-mouth carnival huckster. He teaches her the ropes and raises her as his own.

Robert Woolsey
as Dr. J. Dockweiler Droop

Anita Louise
as Rosie Droop

John Darrow
as Billy Lowe

Florence Roberts
as Mrs. Lowe

Clifford Dempsey
as Sheriff Hopkins

Lita Chevret
as Madeline Van Dorn

Alfred P. James
as Al Oberdorf - Jeweler

Frank Beal
as Mr. Lowe

Nora Cecil
as Hotel Proprietress

George Chandler
as Jail Guard