David Carradine as Capt. Zebulon Hedge

Rip Torn as Capt. Jeremiah Burgess

Bruce Dern as Capt. Perez Ryder

Mariel Hemingway as Martha

Charles Durning as John Bartlett

Jason Alan Smith as Ralph Hazeltine

Christy Scott Cashman as Elisabeth Preston

Angelica Page as Melissa Busteed

John Savage as Web Saunders

Julie Harris as Melodeon Player

Stephen Russell as Luther Norris

Stephen Mailer as Squealer Wixon

Donald Foley as Bluey Bachelder

Miles Herter as Dr. Palmer

Jonathan Edwards as Rev. Perley

Beverly Bentley as Mrs. Small

Lila Dupree as Pasha Norris

Ryan Stanger as Ben

William Lyman as Solomon Bangs

Charles Powicki as Young Boy

Frank as Lorenzo the cat

Brutus as Web Saunder's dog