Barbara Stanwyck as Kay Arnold; Willie Best as Elevator Operator; Charles Butterworth as Party Guest; Ralph Graves as Jerry Strong; Juliette Compton as Claire Collins; Marie Prevost as Dot Lamar; Lowell Sherman as Bill Standish; George Fawcett as John Strong; Nance O'Neil as Mrs. Strong; Johnnie Walker as Charlie; Edith Ellison
Jerry Strong is the son of a rich businessman, but wants to be a painter. He hires Kay Arnold, a good girl with a bad past, as a model. They fall in love, and plan to get married. But Jerry's parents raise strong objections.