The Bachelor is a solitary traveler sharing a train compartment with the Aunt and her three wards. Annoyed by the children's constant noise and the Aunt's ineffectual parenting, he intervenes by telling his own story. He possesses a sharp wit and a deep understanding of what actually holds a child's attention.

The Aunt is a proper, strict Edwardian woman who serves as the guardian for the three children on the train. She values strict obedience and societal conventions above all else. Struggling to maintain control over her unruly wards, she relies on trite moralistic stories to encourage good behavior.

Bertha is the fictional protagonist of the Bachelor's embedded narrative. She is a remarkably well-behaved child who wears three distinct medals for her perfect obedience. Her absolute perfection grants her special privileges, such as walking in the Prince's exclusive park, where she believes her good behavior will keep her safe.

Cyril is a boisterous, inquisitive boy traveling with his sisters and Aunt. He relentlessly questions everything around him, quickly pointing out the logical flaws in the world and the stories he is told. His constant asking of "Why?" exasperates his Aunt but inspires the Bachelor's creative improvisation.

The Bigger Girl is an observant child traveling to Templecombe. She is quick to dismantle the flimsy moral logic of her Aunt's story, pointing out that anyone would save a child from a bull regardless of their goodness. She is intrigued by the Bachelor's unconventional storytelling style.

The Smaller Girl is a stubborn child who uses her limited repertoire to fill the train car with noise. Her incessant singing highlights the Aunt's lack of control and pushes the Bachelor to intervene. Like her siblings, she is thoroughly engaged by the realistic tone of the Bachelor's story.

The Wolf is the antagonist of the Bachelor's story, representing the indiscriminate unfairness of the world. Unlike the villains of traditional fairy tales who punish bad children, this predator simply seeks a meal and is attracted to sound.