Michael Emil as Eli

Karen Black as Zee

Michael Margotta as Larry

Martin Harvey Friedberg as Mort

Frances Fisher as Louise

Anna Raviv as Young Woman At Cafe

Robert Hallak as Young Man At Cafe

Daniel W. Fitzgerald as Band Member (as the Lost Wandering Blues Band)

George Bacon as Band Member (as the Lost Wandering Blues Band)

Joe Price as Band Member (as the Lost Wandering Blues Band)

William Gross as Band Member (as the Lost Wandering Blues Band)

Paul Williams as Zee's Husband

Robert Schwimmer as Zee's Pianist

Madeline Silver as Eli's Ex-Wife

Ariela Nicole as Eli's Daughter

Nicolo Ritolo as Hansom Cab Driver

Sandra Timpani as Eli's Office Worker

Danielle Bates as Eli's Office Worker

Eva Vita as Eli's Office Worker

Larry David as Mort's Friend At Cafe

Kyly Sicher as Cafe Waitress

Charlene Greco as Cafe Waitress

Arnon Milchan as Customer at Cafe

Carol Kane as Customer At Cafe

Jan Herrero as Customer At Cafe

Richard Cox as Customer At Cafe

Meir Teper as Customer At Cafe

Jonathan Feldman as Customer At Cafe

Geraldine Baron as Customer At Cafe

Orson Welles as Orson Welles (uncredited)