- Tony Rome as Ten Cents
- Ann Archer as Lillie Lightship
- Diana Pines as Pearl
- Rita Klosterman as The Duchess
- Rudy Klosterman as Hercules
- Lt. Dave Santini as Top Hat
- Turpin as Sunshine
- Boyd as Grampus
- Rood as The Fire Tug
- Lorna as Sally Seaplane
- Catleg as Scuttlebutt Pete
- Packy as Warrior
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