Kathleen Turner as Elena Kinder

Christopher Lloyd as Heep

Kim Cattrall as Robin

Peter MacNicol as Dan

Dom DeLuise as Lenny

Ruby Dee as Margo

Kyle Howard as Dickie

Kaye Ballard as Mayor

Leo Fitzgerald as Sly / Whit

Myles Fitzgerald as Sly / Whit

Gerry Fitzgerald as Sly / Whit

Connor Leggett as Basil

Griffin Leggett as Basil

Megan Robbins as Carrie

Gabrielle Robbins as Carrie

Brianna McConnell as Lexi

Brittany McConnell as Lexi

Jacob Handy as Duby

Zachary Handy as Duby

Amanda Fein as Teddie

Caitlin Fein as Teddie

Jim Hanks as Goon Ray

Sam McMurray as Goon Bob

Bill Wiley as Wino

Randy Travis as Control Room Technician

Judith Drake as 911 Lady

Melissa Bickerton as Diaper Cart Nurse

Chip Heller as Baby Bunting

Dan Monahan as Reporter

Wyatt Knight as CCTV operator (uncredited)

Christopher Broughton as Clown

Robin Klein as Babyco Executive

Russell Milton as Babyco Executive

Thomas Crawford as Hypnotized Guard

Hank Garrett as Guard

Ariel Clark as Alien

Adam Koster as Male Nurse

Shepard Koster as Technician

Eugene Osment as Cop on Hailer

Bonnie Paul as Headquarters Nurse

Michael R. Long as Diaper Truck Driver

Miko Hughes as Sly / Whit (voice)

Scotty Leavenworth as Basil (voice)

Aaron Spann as Carrie (voice)

Scarlett Pomers as Carrie (voice)

Ashli Amari Adams as Teddy (voice)

Seth Adkins as Duby (voice)

Glenndon Chatman as Joey / Malcolm (voice)

Danielle Keaton as Joey / Malcolm (voice)

Kathleen Freeman as Lenny's Nosy Neighbor (uncredited)