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| Ginger Rogers | Sherry Conley |
| Edward G. Robinson | Lloyd Hallett |
| Brian Keith | Vince Striker |
| Lucy Marlow | Prison Girl |
| Lorne Greene | Benjamin Costain |
| Katherine Anderson | Mrs. Willoughby |
| Allen Nourse | Marvin Rickles |
| Peter Leeds | Fred Packer |
| Doye O'Dell | Mississippi Mac |
| Eve McVeagh | Clara Moran |
| Helen Wallace | Warden |
| Frank Gerstle | Jim Hornsby |
Model Sherry Conley is offered a chance to get out of jail in return for testifying against mobster Benjamin Costain . She is taken to a hotel room to hide until it is time for her testimony, and a romance begins to blossom between the superficially hard-boiled Sherry and police officer Vince Striker . With time before the trial running out, Costain will stop at nothing to kill her before she can reach the witness stand.
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