Richard Dreyfuss as Bill 'BB' Babowsky

Danny DeVito as Ernest Tilley

Barbara Hershey as Nora Tilley

John Mahoney as Moe Adams

Jackie Gayle as Sam

Stanley Brock as Gil

Seymour Cassel as Cheese

Bruno Kirby as Mouse

J. T. Walsh as Wing

Richard Portnow as Carly

Matt Craven as Looney

Alan Blumenfeld as Stanley

Brad Sullivan as Masters

Michael Tucker as Bagel

Deirdre O'Connell as Nellie

Sheila McCauley as Ada

Michael Willis as Mr. Shubner

Penny Nichols as Mrs. Shubner

Susan Duvall as Suburban Housewife

David DeBoy as Suburban Husband

Walt MacPherson as Cadillac Salesman

Florence Moody as Diner Waitress

Myron Citronbaum as Salesman #1 at Hearing

Ralph Tabakin as Mr. Hudson

Norma Posner as Mrs. Hudson

William C. Godsey as Belvedere Hotel Barman

Roland Gift as Band Member

David Steele as Band Member

Andy Cox as Band Member

Sharon Ziman as Mason Dixon Operator #1

Lois Raymond Munchel as Mason Dixon Operator #2

Kathy Jones as Mason Dixon Operator #3

Cindy Geppi as Social Security Girl #1

Ellen Sills as Social Security Girl #2

Mary Morgan as Social Security Girl #3

Marcia Herr as Social Security Girl #4

Karen Barth as Gibraltar Operator #1

Sharon Crofoot as Gibraltar Operator #2

Geri Lynn Kelbaugh as Gibraltar Operator #3

Lisa Ford as Gibraltar Operator #4

Becky Weidner as Gibraltar Operator #5

Patti Lennon-Potter as Gibraltar Operator #6

Shirley Ann Wilson as Gibraltar Operator #7

Joshua Billings as Man #1 at Crash

Jeffrey Moser as Man #2 at Crash

Freddie Stevens as Piano Bar Crooner

Bill Danoff as Police Officer

Katherine Ellis as Ruthie, Woman Asking BB to Dance

Eva Jean Berg as Woman at Smorgasboard

Todd Jackson as Young Boy

Barbara Rappaport as Coffee Shop Waitress

Theodore Goldman as Pool Hall Worker

Kathleen Goldpaugh as Arguing Wife

Brian Costantini as Arguing Husband