 Bob HopeSylvester the Great | Sylvester the Great |
 Virginia MayoPrincess Margaret | Princess Margaret |
 Walter BrennanFeatherhead | Featherhead |
 Walter SlezakLa Roche | La Roche |
 Victor McLaglenCaptain Barrett / The Hook | Captain Barrett / The Hook |
 Marc LawrencePedro | Pedro |
 Hugo HaasOwner of the 'Bucket of Blood' | Owner of the 'Bucket of Blood' |
 Maude EburneLandlady of the 'Boar's Head Inn' | Landlady of the 'Boar's Head Inn' |
 Adia KuznetzoffDon José Ramon Sebastian Rurales | Don José Ramon Sebastian Rurales |
 Brandon HurstMr. Pelly | Mr. Pelly |
 Tom KennedyAlonzo | Alonzo |
 Stanley AndrewsCaptain of the 'Mary Ann' | Captain of the 'Mary Ann' |
 Robert WarwickThe King | The King |
 Betty AlexanderGoldwyn Girl (uncredited) | Goldwyn Girl (uncredited) |
| RRuth CaldwellGoldwyn Girl (uncredited) | Goldwyn Girl (uncredited) |
 Bing CrosbyMargaret's Sweetheart (uncredited) | Margaret's Sweetheart (uncredited) |
| LLoretta DayeGoldwyn Girl (uncredited) | Goldwyn Girl (uncredited) |
 Francis FordDrunken Pirate (uncredited) | Drunken Pirate (uncredited) |
 Mike MazurkiPirate (uncredited) | Pirate (uncredited) |
 Lillian MolieriGoldwyn Girl (uncredited) | Goldwyn Girl (uncredited) |
 Kay MorleyGoldwyn Girl (uncredited) | Goldwyn Girl (uncredited) |
 Ray TealGuard (uncredited) | Guard (uncredited) |
| BBetty ThurstonGoldwyn Girl (uncredited) | Goldwyn Girl (uncredited) |
 Rondo HattonGorilla (uncredited) | Gorilla (uncredited) |
| JJack CarrHugo, Bartender at 'Bucket of Blood' | Hugo, Bartender at 'Bucket of Blood' |
 Mickey ShaughnessyMan who brings the beers (uncredited) | Man who brings the beers (uncredited) |
