Bette Midler as CC Bloom

Barbara Hershey as Hillary Whitney Essex

John Heard as John Pierce

Spalding Gray as Dr. Richard Milstein

Lainie Kazan as Leona Bloom

James Read as Michael Essex

Grace Johnston as Victoria Essex

Mayim Bialik as CC (age 11)

Marcie Leeds as Hillary (age 11)

Carol Williard as Aunt Vesta

Allan Kent as Mr. Melman

Phil Leeds as Sammy Pinkers

Lynda Goodfriend as Mrs. Myandowski

Nikki Plant as Iris Myandowski

Michael French as Head Waiter

Robert Ball as Harry

Frank Campanella as Doorman

Diane Frazen as Marjorie

Michael Elias as Seedy Bar Patron

Patrick Richwood as T. Kuhn

Tracy Reiner as Dept. Store Clerk

Zachary Weintraub as ACLU Worker

Nicky Blair as Tavern on the Green Maitre d'

Joshua Levinson as Tavern on the Green Doorman

Lori Marshall as Tavern on the Green Patron

Jenifer Lewis as Diva

Charlotte Crossley as Diva

Julie Bond as Diva

Kimberly Morgan as Diva

Andrea Paris as Diva

Adrienne Parker as Diva

Ken Gibbel as Cowboy Actor

Harvey Miller as The Movie Director

Héctor Elizondo as Judge (uncredited)

Whit Hertford as Tom (uncredited)

Garry Marshall as Audition Director (uncredited)

Lori Sigrist as Twin Cousin (uncredited)

Terri Sigrist as Twin Cousin (uncredited)