William Holden as "Boots" Malone Johnny Stewart as Thomas Gibson Jr. Stanley Clements as "Stash" Clements Basil Ruysdael as "Preacher" Cole Carl Benton Reid as John Williams Ralph Dumke as Beckett, Whitehead's adviser Ed Begley as Howard Whitehead, a wealthy, but inexperienced horse owner Hugh Sanders as Matson Harry Morgan as "Quarter Horse" Henry (as Henry Morgan) Ann Lee as Mrs. Gibson Anthony Caruso as Joe Billy Pearson as Eddie Koch, a rival jockey. Pearson was a real-life thoroughbred jockey.