- Michael Shayne as Arthur
- Merie Garland as Francine
- Helen Shaw as D.W.
- Juan Arturo O'Hara as Buster
- Vanderhoefen as Ed Crosswire
- Rudolf Hagerman as Oliver Frensky
- Friedrich Gerber as George
- Ethel as Jane
- Charlie as Alberto Molinda
- Mrs. Bertha Toby as Ms. Tingley
- Mr. Toby as Brain
- Alexis Fournier as Mr. Morest
- Judge as Mr. Haney
- Capt. Brown as Tommy Tibble
- First Officer Richards as Timmy Tibble
- Joseph P. McCordy as David
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