• Jack Vincennes as Top Hat
  • Bud White as Ten Cents
  • Edmund Exley as Hercules
  • Lynn Bracken as Lillie Lightship
  • Capt. Dudley Smith as Bluenose
  • Sid Hudgens as Sunshine
  • Pierce Patchett as Big Mac
  • D.A. Ellis Lowe as O.J.
  • Dick Stensland as Warrior
  • Susan Lefferts as Pearl
  • Police Chief Worton as Captain Star
  • Mickey Cohen as The Fire Tug
  • Tammy Jordan as Sally Seaplane
  • Inez Soto as Princess Alice
  • Mrs. Lefferts as S.S. Vienna
  • Councilman as Grampus
  • Lana Turner as The Duchess

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