Leslie Nielsen as Dick Steele

Nicollette Sheridan as Veronique Ukrinsky

Charles Durning as The Director

Marcia Gay Harden as Miss Cheevus

Barry Bostwick as Norman Coleman

Andy Griffith as General Rancor

Stephanie Romanov as Victoria / Barbara Dahl

Talisa Soto as Desiree More

Robert Guillaume as Agent Steve Bishop

Carl Ciarfalio as Thug #1

Keith Campbell as Thug #2

Esau McKnight as Skippy, Warrior on Cell Phone

Taylor Negron as Painter

"Weird Al" Yankovic as Himself

Alex Trebek as Agency Tape Recorder (Voice)

Mr. T as Helicopter Pilot

Ray Charles as Busdriver

Joyce Brothers as Steele's Tag Team Member

Hulk Hogan as Steele's Other Tag Team Member

Pat Morita as Brian, Waiter in Restaurant

Elizabeth Kaitan as Helicopter Ticket Agent

Alexandra Paul as Woman in Murphy Bed

Michael Berryman as Bus Patron with Oxygen Mask

Eddie Deezen as Rancor Guard Who Gets Spit On

John Kassir as Rancor Guard at Intercom

John Ales as Kabul

Elya Baskin as Professor Ukrinsky

Mason Gamble as McCluckey

Carlos Lauchu as Slice

Roger Clinton, Jr. as Agent Clinton

Robert Culp as Businessman

Fabio as Fabio

Curtis Armstrong as Pastry Chef

Clyde Kusatsu as Noggin

Diane Klimaszewski as Twin #1

Elaine Klimaszewski as Twin #2

Tina Arning as Dancer

Rick Cramer as Heimlich, Rancor Terrorist

Brad Garrett as Short Rancor Guard (Voice)

Kelly Lange as Kelly Lange

Thuy Trang as Manicurist

Austin Kottke as Boy with Balloons

Reid Worthington as Balloon-Popping Boy

Shari Shattuck as Stewardess

Downtown Julie Brown as Cigarette Girl

Asbjørn 'Bear' Riis as Guard at Rocket (uncredited)

Katherine Moffat as Agent Moffat

Linda Harmon as Singing Nun