Kenneth Williams as Captain Fearless

Bernard Cribbins as Midshipman Albert Poop-Decker

Juliet Mills as Sally

Charles Hawtrey as Walter Sweetley

Donald Houston as Lieutenant Jonathan Howett

Percy Herbert as Mr. Angel

Jim Dale as Young Carrier

Patrick Cargill as Governor Don Luis

Cecil Parker as First Sea Lord

Ed Devereaux as Hook

Peter Gilmore as Roger

George Woodbridge as Ned

Ian Wilson as Lightning Legs

Jimmy Thompson as Admiral Horatio Nelson

Anton Rodgers as Vice-Admiral Sir Thomas Hardy

Michael Nightingale as Town Crier

Frank Forsyth as Second Sea Lord

Barrie Gosney as Coach Driver

John Brooking as Third Sea Lord

Jan Muzurus as Spanish Captain

Viviane Ventura as Spanish Secretary

Marianne Stone as Peg

Chris Adcock as Pirate (uncredited)

Tony Allen as Pirate (uncredited)

Bernard Barnsley as Deckhand (uncredited)

Alan Beaton as Pirate (uncredited)

Jim Brady as Pirate (uncredited)

Jack Carter as Marine (uncredited)

Marian Collins as Girl at Dirty Dick's (uncredited)

Maxwell Craig as Deckhand (uncredited)

Dominique Don as Girl at Dirty Dick's (uncredited)

Sally Douglas as Girl at Dirty Dick's (uncredited)

Pat Gorman as Pirate (uncredited)

Josie Grant as Woman Leaving Ship (uncredited)

Jean Hamilton as Girl at Dirty Dick's (uncredited)

Walter Henry as Deckhand (uncredited)

Jennifer Hill as Girl at Dirty Dick's (uncredited)

George Hilsdon as Deckhand (uncredited)

Pat Judge as Pirate (uncredited)

Max Latimer as Deckhand (uncredited)

Aileen Lewis as Onlooker (uncredited)

Martin Lyder as Spanish Guard (uncredited)

Fred Machon as Man at Dirty Dick's (uncredited)

Lou Morgan as Pirate (uncredited)

Neil Osborne as Naval Officer / Deckhand (uncredited)

Charles Price as Pirate (uncredited)

Reg Prince as Man at Dirty Dick's (uncredited)

Ernie Rice as Man at Dirty Dick's (uncredited)

Roy Seely as Pirate (uncredited)

Guy Standeven as Pirate (uncredited)

Dorinda Stevens as Girl at Dirty Dick's (uncredited)

Reg Thomason as Naval Officer (uncredited)

Del Watson as Press Ganger (uncredited)