John Goodman as Lawrence Woolsey

Cathy Moriarty as Ruth Corday / Carole

Simon Fenton as Gene Loomis

Omri Katz as Stan

Lisa Jakub as Sandra

Kellie Martin as Sherry

Jesse Lee Soffer as Dennis Loomis

Lucinda Jenney as Anne Loomis

James Villemaire as Harvey Starkweather

Robert Picardo as Howard, the Theater Manager

Jesse White as Mr. Spector

Dick Miller as Herb Denning

John Sayles as Bob

David Clennon as Jack

Lucy Butler as Rhonda

Georgie Cranford as Dwight

Nick Bronson as Andy

Cory Barlog as Stan's Friend

George Carson as Stan's Friend

Joe Gonzalez as Stan's Friend

Belinda Balaski as Stan's Mom

Charles S. Haas as Mr. Elroy

Mark McCracken as Mant / Bill

Archie Hahn as Shopping Cart Star

Naomi Watts as Shopping Cart Starlet

Chris Stacy as Gas Station Attendant

Allison McKay as Teacher

Glenda Chism as Teacher

Aaron Stormer as Kid Near Andy

Lana Bucciarelli as 'Eew!' Girl

Richard Rossomme as Shredded Wheat Man

D. Christian Gottshall as Store Clerk

Bernard Blanding as Soldier

Dennis Neal as Soldier

Luke Halpin as Man in Crowd

Eulan Middlebrooks as Young Man in Crowd

Elizabeth Dimon as Theater Cashier

Shane Obedzinski as Bleeding Kid

Summer-Healy Chapin as Balcony Full Kid

James Scott Hess as Kid in Floor Seat

Shawn Edward Watkins as Kid Next to Mr. Elroy

Danny Hanemann as Man Outside Theater

Jesse Zeigler as Kid in Line

Andy Isaacs as Faint Kid

Joe Candelora as Fireman

Steve Zurk as Cop

Mary Moriarty as Lady in Line

John Paul Lehman as Marine Guard

Jacob Witkin as Dr. Diablo

Tracy Roberts as Screaming Woman

Marc Macaulay as Shopping Cart Crook

Timothy Bass as Movie Theater Actor

Jeff Breslauer as Movie Theater Actor

Molly Conole as Movie Theater Actress

Peggy O'Neal as Movie Theater Actress

Colette Piceau as Movie Theater Actress

Steve DuMouchel as 'Mob' Actor

Kurt Smildsin as 'Mob' Actor

Michael T. Kelly as 'Mob' Actor

Ike Pappas as Newscaster

Brett Rice as Gene's Dad (voice)

Sherman 'Big Train' Bergman as Soldier

Robert Cornthwaite as Dr. Flankon

Joey Fatone as Extra

Sherrie Peterson as Movie Theatre Patron

William Schallert as Dr. Grabow, DDS

Elijah Vorrasi as Theatre Patron

Kevin McCarthy as General Ankrum