James Marsden as Neal Oliver

Gary Oldman as O.W. Grant

Amy Smart as Lynn Linden

Christopher Lloyd as Ray

Chris Cooper as Bob Cody

Matthew Edison as Quincy

Paul Brogren as Zack

Wayne Robson as Tolbert

Michael J. Fox as Mr. Baker

John Bourgeois as Dad

Melyssa Ade as Sally

Roz Michaels as Mom

Amy Stewart as Nancy

Mark Lutz as Frank

Krista Leis as Ann

Michael Rhoades as Kirby

Amy Jo Johnson as Laura

Deborah Odell as Valerie McCabe

Jonathan Whittaker as Dr. Craig

Ann-Margret as Mrs. James

Art Evans as Otis

Kurt Russell as Captain Ives

Ho Chow as Jack Gas Attendant

Rebecca Jenkins as Susan Ross

Daniel Kash as Elmer the Bettor