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|Directed by||Lew Landers|
- Charles Starrett as Steve Bradley.
- Jane Frazee as Connie Gray.
- Barbara Jo Allen as Vera Vague (as Vera Vague).
- Tex Ritter as Tex Coulter.
- Max Terhune as 'Professor' Merlin.
- Dub Taylor as Cannonball.
- Guinn 'Big Boy' Williams as Spud Harrigan.
- The Mills Brothers.
- Jimmy Wakely and His Saddle Pals.
- Roy Acuff and the Crazy Tennesseans.
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