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- Jane Fonda as Catherine "Cat" Ballou
- Lee Marvin as Kid Shelleen, Tim Strawn
- Michael Callan as Clay Boone
- Dwayne Hickman as Jed
- Nat King Cole as The Sunrise Kid
- Stubby Kaye as Professor Sam the Shade
- Tom Nardini as Jackson Two-Bears
- John Marley as Frankie Ballou
- Reginald Denny as Sir Harry Percival
- Jay C. Flippen as Sheriff Cardigan
- Arthur Hunnicutt as Butch Cassidy