Red Skelton as Wally Benton

Ann Rutherford as Carol Lambert

George Bancroft as Sheriff Claude Stagg

Guy Kibbee as Judge George Lee

Diana Lewis as Ellamae Downs

Peter Whitney as Frank V. Bailie

Rags Ragland as Chester Conway / Sylvester 'Lester' Conway

Celia Travers as Hattie Lee

Lucien Littlefield as Corporal Lucken

Louis Mason as Deputy Lem

Mark Daniels as Martin Gordon

Pierre Watkin as Doctor

Emmett Vogan as Radio Producer

Hobart Cavanaugh as Mr. Panky

Joseph Crehan as Deputy Police Commissioner (uncredited)

Charles Forsythe as Sound Effects Man (uncredited)

Billie Thomas as The Black Boy