| Dean Martin | ... | Matt Helm | |
| Ann-Margret | ... | Suzie | |
| Karl Malden | ... | Julian Wall | |
| Camilla Sparv | ... | Coco Duquette | |
| James Gregory | ... | MacDonald | |
| Beverly Adams | ... | Lovey Kravezit | |
| Richard Eastham | ... | Dr. Norman Solaris | |
| Tom Reese | ... | Ironhead | |
| Duke Howard | ... | Billy Orcutt | |
| Ted Hartley | ... | Guard | |
| Marcel Hillaire | ... | Police Capt. Deveraux | |
| Corinne Cole | ... | Miss January | |
| Robert Terry | ... | Dr. Rogas | |
| Dean Paul Martin | ... | Himself (as Dino, Desi & Billy) | |
| Desi Arnaz Jr. | ... | Himself (as Dino, Desi & Billy) | |
| Billy Hinsche | ... | Himself (as Dino, Desi & Billy) | |
| rest of cast listed alphabetically: | |||
| Vincent Barbi | ... | (uncredited) | |
| Dale Brown | ... | Slaygirl (uncredited) | |
| Barbara Burgess | ... | Slaygirl (uncredited) | |
| Amadee Chabot | ... | Slaygirl (uncredited) | |
| Luci Ann Cook | ... | Slaygirl (uncredited) | |
| Dick Dial | ... | (uncredited) | |
| Nick Dimitri | ... | Guard (uncredited) | |
| Dee Duffy | ... | Slaygirl (uncredited) | |
| Dirk Evans | ... | Guard (uncredited) | |
| Jacqueline Fontaine | ... | Singer at Wake (uncredited) | |
| Richard Gardner | ... | Guard (uncredited) | |
| Frank Gerstle | ... | Furnace (uncredited) | |
| Robert Glenn | ... | FBI Agent (uncredited) | |
| Joe Gray | ... | (uncredited) | |
| Lynn Hartoch | ... | Slaygirl (uncredited) | |
| Rena Horten | ... | Slaygirl (uncredited) | |
| Mary Hughes | ... | Slaygirl (uncredited) | |
| Karen Lee | ... | Slaygirl (uncredited) | |
| Mary Jane Mangler | ... | Slaygirl (uncredited) | |
| Morry Ogden | ... | Guard (uncredited) | |
| Soon-Tek Oh | ... | Tempura - Japanese Secret Agent (uncredited) | |
| Bob Peoples | ... | Guard (uncredited) | |
| Lou Robb | ... | Worldwide Agent (uncredited) | |
| Alex Rodine | ... | Guard (uncredited) | |
| Marilyn Tindall | ... | Slaygirl (uncredited) | |
| Dale Van Sickel | ... | Fortress Guard (uncredited) | |
| Jan Watson | ... | Slaygirl (uncredited) | |
Directed by | |||
| Henry Levin | |||
Writing credits(in alphabetical order) | ||
| Herbert Baker | screenplay | |
| Donald Hamilton | novel | |
Produced by | |||
| Irving Allen | .... | producer | |
| Euan Lloyd | .... | associate producer | |
Original Music by | |||
| Lalo Schifrin | |||
Cinematography by | |||
| Sam Leavitt | |||
Film Editing by | |||
| Walter Thompson | |||
Art Direction by | |||
| Joseph C. Wright | (as Joe Wright) | ||
Set Decoration by | |||
| George R. Nelson | |||
Costume Design by | |||
| Moss Mabry | |||
Makeup Department | |||
| Cherie | .... | hair stylist: Ann-Margret | |
| Ben Lane | .... | makeup supervisor | |
| Loren Cosand | .... | makeup artist (uncredited) | |
| Joe DiBella | .... | makeup artist (uncredited) | |
Production Management | |||
| Ivan Volkman | .... | production supervisor | |
Second Unit Director or Assistant Director | |||
| Ray Gosnell Jr. | .... | assistant director (as Ray Gosnell) | |
| James Curtis Havens | .... | second unit director (as James Havens) | |
Sound Department | |||
| Lambert E. Day | .... | sound (as Lambert Day) | |
| Jack Haynes | .... | sound | |
| Charles J. Rice | .... | sound supervisor | |
Special Effects by | |||
| Danny Lee | .... | special effects | |
| Howard Jensen | .... | special effects (uncredited) | |
Stunts | |||
| Dick Dial | .... | stunts (uncredited) | |
| Nick Dimitri | .... | stunts (uncredited) | |
| Sol Gorss | .... | stunts (uncredited) | |
| Joe Gray | .... | stunts (uncredited) | |
| Chuck Hicks | .... | stunts (uncredited) | |
| Max Kleven | .... | stunts (uncredited) | |
| Carey Loftin | .... | stunts (uncredited) | |
| Dale Van Sickel | .... | stunts (uncredited) | |
Camera and Electrical Department | |||
| Mark H. Davis | .... | photographer: second unit (as Mark Davis) | |
| Al Becker | .... | grip (uncredited) | |
Music Department | |||
| Richard Hazard | .... | orchestrator (uncredited) | |
Other crew | |||
| Miriam Nelson | .... | choreographer | |
| Wayne Fitzgerald | .... | title designer (uncredited) | |
| Frances McDowell | .... | script supervisor (uncredited) | |
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| The Ambushers | The Spy with My Face | One Spy Too Many | The Wrecking Crew | The Helicopter Spies |
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| Full cast and crew | Company credits | External reviews |
| News articles | IMDb Action section | IMDb USA section |
This second entry of the Matt Helms (Dean Martin) spy-spoof series is no better or worse than the Silencers or The Ambushers, but is a notch above the final entry, The Wrecking Crew. For one thing, Ann-Margret was never more beautiful (face and body) than from that time period. Energy to spare, she's on a constant high of momentum. Also included is the lovely Camilla Sparv (Michael Caine's girlfriend at the time) and she always adds class. Plus, Beverly Adams as the gorgeous Lovie Kravzit. Dino is pretty much working on 1/2 power, but does his job.
A 5 out of 10. Best performance = Ann-Margret. These Helm films will seem better now than when they were released in the mid to late 60's. Just fun stuff (like Casino Royale) with tons of babes and decent villains. Check it out!