Bud and Lou are the owners of the amusement park Kiddieland. Bud, a compulsive gambler, gets in trouble with the mob, and Lou finds himself struggling to keep his adopted children. When Bud is forced to make a shady deal, Lou tries to arrange a deal with the DA, but winds up framed for murder.
| Actor | Role |
|---|---|
 Bud AbbottBud Flick | Bud Flick |
 Lou CostelloLou Henry | Lou Henry |
 Gigi PerreauShelley | Shelley |
 Rusty HamerDuffer | Duffer |
 Mary WickesMiss Mayberry | Miss Mayberry |
 Ted de CorsiaBig Frank | Big Frank |
| RRon HargraveErnie | Ernie |
 Frank WilcoxFather Mullahy | Father Mullahy |
 Sherry AlberoniBootsie | Bootsie |
 Richard ReevesMushie Nolan | Mushie Nolan |
 Eddie MarrLt. Garvey | Lt. Garvey |
 Robert ShayneDistrict Attorney Martin Proctor | District Attorney Martin Proctor |
 Walter ReedDrake | Drake |
 Paul SorensenDutch | Dutch |
 John CliffKnucks (uncredited) | Knucks (uncredited) |
 David McMahonSavoldi (uncredited) | Savoldi (uncredited) |
 Gilman RankinMcKay (uncredited) | McKay (uncredited) |