Melanie Griffith as Lulu Mcafee

Patrick Swayze as Ben Clifton

Penelope Ann Miller as Claire clifton

Richard Schiff as Jerome Ellsworth

Annie Corley as Millie Ellsworth

Lee Garlington as Linda Davis

Michael J. Pollard as Hippie

Ryan Bollman as Freddie

Nick Offerman as Man - Boardner's

Daniel Nathan Spector as Clark

Joseph Gordon-Levitt as Martin Ellsworth

Nan Martin as Lulu Look-Alike

Nicole Bilderback as Layla