Co Starring Ward Wood as Lt. Art Malcolm Ben Cooper as Frank Keith Walker as Newscaster Jerry Hausner as Rudy Peggy Walton-Walker as Bonnie William "Billy" Benedict as Popcorn Vendor Norman Alden as Travers Michael Vandever as Leonard Brix Byron Morrow as Hartigan Lev Mailer as Kopell Carolyn Ferguson as Usherette Sid Grossfeld as Dispatcher Chick Chandler as Antrim Scott Jim Hicklin as Pete Panelli Richard Karie as Nick Jeff Davis as Judd Goerner Alex Gerry as Slatoff Byron Mabe as Olin Grace Albertson as Professor Elaine Resnick Uncredited Al Roberts as Air Traffic Controller Mark Russell as Henchman Ron Nyman as Reporter Eddie Garrett as Reporter