• Michael Shayne as Orson
  • Merie Garland as Lanolin
  • Helen Shaw as Cloe
  • Juan Arturo O'Hara as Bo
  • Vanderhoefen as Odie
  • Rudolf Hagerman as Booker
  • Friedrich Gerber as Wade
  • Ethel as Liz Wilson
  • Charlie as Sheldon
  • Mrs. Bertha Toby as Lady the Traction Engine
  • Mr. Toby as Plato
  • Alexis Fournier as Newton
  • Judge as Jon Arbucke
  • Capt. Brown as Who the Dog
  • First Officer Richards as What the Dog
  • Inspector Peterson as The Weasel
  • Joseph P. McCordy as Edward R. Furrow

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