Randolph Scott as Sheriff Steve Upton

Claire Trevor as Countess Maletta

Glenn Ford as Cheyenne Rogers

Evelyn Keyes as Allison McLeod

Edgar Buchanan as Uncle Willie McLeod

Guinn 'Big Boy' Williams as Nitro Rankin

Raymond Walburn as Judge Cameron

Porter Hall as Banker Clanton

Bernard Nedell as Jack Lester

Joan Woodbury as Sundown

Irving Bacon as Dan Walters - Bartender

Francis Ford as Hank

Edward Hearn as Armed Townsman

Edward Pawley as Deputy Blackie

Glenn Strange as Lem - Jack's Gang Member

Slim Whitaker as Tolliver - Jack's Gang Member

Chester Clute as Rollo

Ethan Laidlaw as Cass