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- Tim Holt as Lt. Cmdr. John "Twill" Twillinger
- Audrey Dalton as Gail MacKenzie
- Hans Conried as Dr. Jess Rogers
- Harlan Warde as Lt. Robert "Clem" Clemens
- Max Showalter as Dr. Tad Johns
- Mimi Gibson as Sandy MacKenzie
- Gordon Jones as Sheriff Josh Peters
- Marjorie Stapp as Connie Blake
- Dennis McCarthy as George Blake
- Barbara Darrow as Jody Simms
- Robert Beneveds as Seaman Morty Beatty
- Charles Herbert as Boy with Morty's Cap