Tom Conway as Tom Lawrence, the Falcon

Jean Brooks as Vicky Gaines

Rita Corday as Marguerita Serena

Amelita Ward as Jane Harris

Isabel Jewell as Mary Phoebus

George Givot as Dr. Anatole Graelich

Cliff Clark as Inspector Timothy Donovan

Edward Gargan as Detective Bates

Barbara Brown as Miss Keyes

Nita Hunter as Second Ugh (as Juanita Alvarez)

Ruth Álvarez as First Ugh

Nancy McCollum as Third Ugh

Patti Brill as Beanie Smith

Olin Howland as Goodwillie, Bluecliff Driver

Ian Wolfe as Eustace L. Harley (uncredited)

Carole Gallagher as Elsie (uncredited)

Rosemary La Planche as Student (uncredited)

Dorothy Kelly as