William Katt as Elgin Smith

Susan Dey as Caroline Hedges

John Heard as David Bonner

Beverly D'Angelo as Shelley

Robert Loggia as John March

Tom Lacy as Professor Oxtan

Swoosie Kurtz as Marsha

June Barrett as Felicia

Judy Kerr as Secretary

Pat O'Hara as Zookeeper

Jenny Hill as Girl in Bar

Billy Beck as Cafeteria Proprietor (uncredited)

Bob Harks as Cafeteria Patron (uncredited)

Virginia Leith as Ann March (uncredited)

John O'Leary as Waiter (uncredited)