Bert Wheeler as Curley Harris

Robert Woolsey as Spider Robbins

Edna May Oliver as Violet Jones

Robert Armstrong as Sports Announcer Inmate

Roscoe Ates as Slippery Sam Brown

Edgar Kennedy as Warden Elmer Jones

Betty Grable as Barbara Jones

Warren Hymer as Steele

Paul Hurst as Butch

G. Pat Collins as Whitey

Jed Prouty as Lynwood Warden Charles Clark

Spencer Charters as Governor

John Sheehan as Mike Maloney

Ward Bond as Football Player (uncredited)