Steve McQueen as Boon Hogganbeck

Sharon Farrell as Corrie

Ruth White as Miss Reba

Michael Constantine as Mr. Binford

Clifton James as Butch Lovemaiden

Juano Hernández as Uncle Possum

Lonny Chapman as Maury McCaslin

Will Geer as Boss

Rupert Crosse as Ned McCaslin

Mitch Vogel as Lucius

Diane Ladd as Phoebe

Ellen Geer as Sally

Allyn Ann McLerie as Alison

Charles Tyner as Edmonds

Vinnette Carroll as Aunt Callie

Diane Shalet as Hannah

Pat Randall as May Ellen

Dub Taylor as Dr. Peabody

Lindy Davis as Otis

Shug Fisher as Cousin Zack

Raymond Guth as Uncle Ike

Logan Ramsey as Walter Clapp

Jon Shank as Joe Poleymus

Gloria Calomee as Minnie

Sara Taft as Sarah

Vinnette Carroll as Aunt Callie (as Vinette Carroll)

Lou Frizzell as Doyle

John McLiam as Van Tosch

Roy Barcroft as Ed (The Judge)

R.N. Bullard as Patron

Ogden Talbot as Man with Derby

Michael Hinn as Joe Dobbs

Bert Conway as Billy Hebb

Billy Green Bush as Patron

John J. Fox as Heasley

Owen Bush as Pete Hyde

James Rawley as Paul Hart

Al Hopson as Al Boyce

Wes Fuller as Bobo

Ella Mae Brown as Mrs. Possum

Florence St. Peter as Mary Possum

Jim Goodwin as W.J. Garver

Burgess Meredith as Lucius / Narrator (voice)