Billy Campbell as Cliff Secord

Jennifer Connelly as Jenny Blake

Alan Arkin as A. 'Peevy' Peabody

Timothy Dalton as Neville Sinclair

Paul Sorvino as Eddie Valentine

Terry O'Quinn as Howard Hughes

Ed Lauter as Fitch

Jon Polito as Bigelow

James Handy as Wooly

William Sanderson as Skeets

Margo Martindale as Millie

Clint Howard as Mark

John Lavachielli as Rusty

Eddie Jones as Malcolm

Max Grodénchik as Wilmer

Daniel O'Shea as Mike

Pat Crawford Brown as Mrs. Pye

Julian Barnes as Charlie

Charlie Stavola as Assistant Director

William Boyett as Government Liaison

William Frankfather as Government Liaison

Norbert Weisser as Zeppelin Pilot

Michael Francis Clarke as G-Man

Darryl Henriques as G-Man

Scanlon Gail as G-Man at Chaplin Field

Melora Hardin as South Seas Singer

Rick Overton as South Seas Patron

Dick Warlock as FBI Agent

David Pressman as Hospital Guard

Taylor Gilbert as Stewardess

Ele Keats as Girl at Newsstand

Chance Michael Corbitt as Newspaper Kid

Merritt Yohnka as Nazi Crewman

Craig Hosking as Airshow Pilot

Tiny Ron as Lothar / Good Old Boy

Michael Milhoan as Jeff

Joe D'Angerio as Stevie

Tommy J. Huff as Lenny

Doug McGrath as Reporter

Herman Poppe as Zeppelin Captain

Robert Miranda as Spanish Johnny

Don Pugsley as Goose

Nada Despotovich as Irma

America Martin as Patsy

Paul DeSouza as Pauly

Sam Vincent as Filmstage Director

Lisa Pedersen as Noblewoman

Peter Bromilow as Nobleman

Tom Kindle as Clapperboy

Heinrich James as Nazi Agent

Bob Leeman as W.C. Fields

Gene Daily as Clark Gable

Thomas Lee Tully as Reporter

Mike Finneran as Reporter

Dave Adams as Reporter

Arlee Reed as Cameraman

Kim Sebastian as Nurse

Lila Finn as Clothesline Lady

Perry Cook as Good Old Boy

Danielle Bedau as Girl at Newsstand

Bob Sandman as South Seas Bandleader

Lori Lynn Ross as South Seas Mermaid

Kathleen Michaels as South Seas Camera Girl

Peter Frankland as Nazi Commando

Kristopher Logan as Nazi Commando

Paul Forsyth as Nazi Commando

Steve Hinton Sr. as Airshow Pilot

Jim Franklin as Airshow Pilot

Richard T. Brickert as Airshow Pilot

Chuck Wentworth as Airshow Pilot

Bill Turner as Airshow Pilot

Chuck Riley as Narrator (voice)