Willie Nelson plays the title character Barbarosa, an aging outlaw who takes young Karl under his wing.
Gary Busey portrays Karl Westover, a young cowboy who forms an unlikely alliance with the outlaw Barbarosa.
Isela Vega stars as Josephina, a woman who becomes involved in the lives of Karl and Barbarosa.
Gilbert Roland plays Don Braulio, a key figure in the story who impacts the fate of Karl and Barbarosa.
Danny De La Paz portrays Eduardo, a character who plays a role in the unfolding events involving Karl and Barbarosa.
Alma Martinez appears as Juanita, a character who adds depth to the world of Karl and Barbarosa.
George Voskovec plays Herman Pahmeyer, a supporting character who crosses paths with Karl and Barbarosa.
Sharon Compton portrays Hilda, a character who has a part to play in the unfolding story of Karl and Barbarosa.
Howland Chamberlain appears as Emil, a character intertwined in the events surrounding Karl and Barbarosa.
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