Edward G. Robinson

as Capt. 'Barnie' Barnaby

Paulette Goddard

as Mona Ross

K.T. Stevens

as Ginny

Porter Hall

as Jack Hartrampf

Adam Williams

as Marty Kusalich

Edward Binns

as Al Barkis

Barry Kelley

as Dwight Foreman

Jay Adler

as Frankie Pierce

Mary Ellen Kay

as Carol Lawson

Arnold Laven

Director