Lee Tracy

Nick Burton

Truman Bradley

Dr. William 'Bill' Collins

Virginia Vale

May Thomas

Cliff Edwards

Happy

Paul Guilfoyle

Ox

Thurston Hall

Harold Kellogg

Shemp Howard

Professor

Horace McMahon

Sylvester Odgen 'SOS' Schofield (as Horace MacMahon)

Thomas E. Jackson

Warden Tom Hammond

Selmer Jackson

Dr. Harry Lindsay

Vinton Hayworth

'Windy' Windsor (as Jack Arnold)

Brooks Benedict

Reporter (uncredited)

Richard Cramer

Guard Finding Keats' Menu (uncredited)

John Dilson

Observer at Train Station (uncredited)

Charlie Hall

Cockney Convict Heckler (uncredited)

Kenneth Harlan

Jerry Connell (uncredited)

Dell Henderson

Dell, Deputy Taking Vander to Prison (uncredited)

Sam Lufkin

Convict (uncredited)

Frank Mills

Convict Chef Dominick (uncredited)

Bruce Mitchell

Train Conductor (uncredited)

Frank O'Connor

Frank, Prison Guard (uncredited)

Cy Schindell

Red Vernon (uncredited)

John Sheehan

Deputy Taking Keats & Kellogg to Prison (uncredited)

Harry Strang

Convict (uncredited)

Grady Sutton

Jock, Vander's Nephew (uncredited)

Anthony Warde

Max, Convict (uncredited)

Charles C. Wilson

R.J. Reynolds, Sunday Editor (uncredited)