

64 minutes
7/12/1940
A crop of millionaire inmates struggle to get accustomed to prison life, while inmate Nick Burton watches out for everyone's interests on the inside.

Lee Tracy
as Nick Burton

Linda Hayes
as Helen Hewitt

Raymond Walburn
as Bruce Vander

Morgan Conway
as James Brent

Truman Bradley
as Dr. William 'Bill' Collins

Virginia Vale
as May Thomas

Cliff Edwards
as Happy

Paul Guilfoyle
as Ox

Thurston Hall
as Harold Kellogg

Chester Clute
as Sidney Keats

Shemp Howard
as Professor

Horace McMahon
as Sylvester Odgen 'SOS' Schofield (as Horace MacMahon)

Thomas E. Jackson
as Warden Tom Hammond

Elliott Sullivan
as Tony Brody

Selmer Jackson
as Dr. Harry Lindsay

Vinton Hayworth
as 'Windy' Windsor (as Jack Arnold)

Brooks Benedict
as Reporter (uncredited)

Leo Cleary
as Deputy Taking Collins to Prison (uncredited)

Richard Cramer
as Guard Finding Keats' Menu (uncredited)

Hal K. Dawson
as Mike, a Reporter (uncredited)
Joe Devlin
as Vince Connell (uncredited)

John Dilson
as Observer at Train Station (uncredited)

Charlie Hall
as Cockney Convict Heckler (uncredited)

Kenneth Harlan
as Jerry Connell (uncredited)
Eddie Hart
as Reporter (uncredited)

Dell Henderson
as Dell, Deputy Taking Vander to Prison (uncredited)

Donald Kerr
as Prison Library Clerk (uncredited)
Roger Laswell
as Guard (uncredited)
Grace Lenard
as Marie Brody (uncredited)

Sam Lufkin
as Convict (uncredited)

George Magrill
as Guard in Yard (uncredited)
Herman Marks
as Convict Taunting New Prisoners (uncredited)
Larry McGrath
as Visitor's Room Guard (uncredited)
Donald McNamee
as Reporter (uncredited)

Frank Mills
as Convict Chef Dominick (uncredited)
Bruce Mitchell
as Train Conductor (uncredited)

Frank O'Connor
as Frank, Prison Guard (uncredited)

Cy Schindell
as Red Vernon (uncredited)

John Sheehan
as Deputy Taking Keats & Kellogg to Prison (uncredited)

Sammy Stein
as Mess Hall Guard (uncredited)

Harry Strang
as Convict (uncredited)

Grady Sutton
as Jock, Vander's Nephew (uncredited)
Chester Tallman
as Guard (uncredited)

Anthony Warde
as Max, Convict (uncredited)
Carole Wayne
as Wife of SOS (uncredited)

Charles C. Wilson
as R.J. Reynolds, Sunday Editor (uncredited)