Burt Reynolds plays Sheriff Ed Earl Dodd, a lawman who has a close relationship with the brothel and its Madame.
Dolly Parton portrays Mona Stangley, the head of the brothel who is determined to protect her establishment.
Dom DeLuise plays Melvin P. Thorpe, a television reporter who decides to expose the brothel's activities.
Charles Durning acts as the Governor of Texas, who faces political pressure regarding the brothel.
Jim Nabors portrays Deputy Fred, the loyal assistant to Sheriff Dodd.
Robert Mandan plays Senator Wingwood, who has a vested interest in the events surrounding the brothel.
Lois Nettleton takes on the role of Dulcie Mae, a worker at the brothel.
Theresa Merritt plays Jewel, another of the brothel's employees.
Noah Beery Jr. portrays Edsel, a character involved with the brothel's operations.
Raleigh Bond acts as the Mayor, who must navigate the complexities of local politics.
Barry Corbin plays C.J., a character associated with the brothel.
Ken Magee portrays Mansel, adding to the story's array of characters.
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