Robert Vaughn as Napoleon Solo
David McCallum as Illya Kuryakin
Leo G. Carroll as Alexander Waverly
John Herman Shaner as UNCLE Agent
David Armstrong as Thrush Agent
William Burnside as Henchman
Cosmo Sardo as Party Guest
Sharyn Hillyer as Wanda
Barbara Moore as Lisa Rogers
George Sawaya as Guard
Leigh Chapman as Sarah Johnson
Dick Crockett as Karate Killer
Regis Parton as Thrush Agent
Jill Ireland as Imogen Smythe
David Sheiner as Parviz
Woodrow Parfrey as Andy Watson
Richard Angarola as Inspector Fiamma
Charles Giorgi as Cashier
Tom Curtis as Croupier
Stuart Nisbet as 'Doc' Terwilliger
Danielle De Metz as Yvonne
Ted Roter as Croupier
May Heatherly as Heather McNabb
Will J. White as Fred Score
Rick Traeger as Hotel Clerk
Dan O'Herlihy as Prof. David Garrow
Clarke Gordon as Officer
Bob Hoy as Claude
Jason Wingreen as First Engineer
Sharon Farrell as Jacqueline Midcult
Joseph Sirola as General Paco Abaca
Pat Harrington Jr. as Guido Panzini
Theodore Marcuse as Arthur Rollo
Larry D. Mann as Arnold Fairbanks
Eduardo Ciannelli as Arturo 'Fingers' Stilletto
Bernard Fox as Jordin
Albert Paulsen as Dr. Kurt Erikson
Diane McBain as Contessa Margo De Fanzini
Horst Ebersberg as Dolby
Ken Renard as Dr. Delgado
Michael St. Clair as James
Rex Holman as Eddie
Than Wyenn as Bruno
Dale Ishimoto as Dr. Matsu
Cal Bolder as Fleeton
Martin Kosleck as Dr. Pederson
David Hurst as Dr. Jan Vanovech
Jim Boles as Dr. Lazarus
Kevin Hagen as Darien Dawson
Robert Gibbons as Donald Baker

Music by the great Kevin MacLeod