James Caan as Frank

Tuesday Weld as Jessie

Robert Prosky as Leo Alderman

Willie Nelson as David 'Okla' Bertinneau

Jim Belushi as Barry Stratagakis

Tom Signorelli as Vincent Attaglia

Dennis Farina as Carl

Nick Nickeas as Nick

W.R. Brown as Mitch Kanoff

Norm Tobin as Guido

John Santucci as Sgt. Urizzi

Gavin MacFadyen as Det. Boreksco

Chuck Adamson as Det. Ancell

Sam Cirone as Det. Martello

Spero Anast as Det. Bukowski

Walter Scott as Detective D. Simpson

Sam T. Louis as Large Detective in Suit

William LaValley as Joseph

Lora Staley as Paula

Hal Frank as Joe Gags

Del Close as Mechanic #1

Bruce A. Young as Mechanic #2

John Kapelos as Mechanic #3

Mike Genovese as Bartender at Green Mill

Joan Lazzerini as Attaglia's Receptionist

Beverly Somerman as Secretary with Cup

Enrico R. Cannataro as Salesman at L&A Plating

Mary Louise Wade as Waitress #1 at Deli

Donna J. Fenton as Waitress #2 at Deli

Thomas Giblin as Mighty Joe Young Band

Willie Hayes as Mighty Joe Young Band

Conrad Mocarski as Mighty Joe Young Band

Benny Turner as Mighty Joe Young Band

William Petersen as Katz & Jammer Bartender

Steve Randolph as Bouncer at Katz & Jammer

Nancy Santucci as Hojo Waitress

Nathan Davis as Grossman

Thomas O. Erhart Jr. as Judge

Fredric Stone as Attorney Garner

Robert J. Kuper as Bailiff

Joene Hanhardt as Court Recorder

Marge Kotlisky as Mrs. Knowles

J. Jay Saunders as Doctor

Susan McCormick as Nurse

Karen Berger as Ruthie

Michael Paul Chan as Waiter at Chinese Restaurant

Tom Howard as Jewelry Salesman #1

Richard Karie as Jewelry Salesmen #2

Oscar DiLorenzo as Customer at Green Mill

Patty Ross as Marie

Margot Charlior as Rosa