Guest Stars Marj Dusay as Helen Layton Claude Akins as Sgt. Al Reardon Co Starring Ward Wood as Lt. Art Malcolm Dennis Patrick as Frankie West Dennis Redfield as Dennis Hicks Bill McLean as Aaron Coolie Joan Shawlee as Duchess / Annie Gloria LeRoy as Jenny Dobbs Louis Guss as Ellis Varko Robert Swan as Nick Briscoe Robert Ruth as Denby Jeanne Bates as Mary Reardon Vincent Barbi as Bartender Uncredited Hal Needham as Henchman #2 Charles Picerni as Henchman #1