Donald Sutherland as Dr. Thomas Vrain

John Marley as Edgar Fine

Sharon Acker as Tilla Vrain

Mare Winningham as Carol Severance

Jeff Goldblum as Dr. Aldo Gehring

Michael Lerner as Henry De Vici

Richard Blackburn as Dr. Cutter

Michael C. Gwynne as Jay Wingate

Robert Joy as David Art

Allan F. Nicholls as Dr. Basil Rents

Kate Trotter as Mrs. Anderson

Lally Cadeau as Anita, Vrain's Secretary

Stuart Gillard as Dick Getts

Barbara Gordon as Wanda, Vrain's Scrub Nurse

Samantha Langevin as Mrs. Clure

Jessica Steen as Tracy Vrain

Casey Stevens as Larry Hammond