Nathan Forrest Winters as Casey Collins

Brian McHugh as Geoffrey Collins

Bobby Salem as Booth Barker

Anne Tomin as Marci

Sam Rockwell as Randy Collins

Michael Jerome West as Lunatic Cheezo (as Tree)

Byron Weible as Lunatic Bippo

David C. Reinecker as Lunatic Dippo

Timothy Enos as Real Cheezo

Frank Diamanti as Real Bippo

Karl-Heinz Teuber as Real Dippo (as Karl Heinz Teuber)

Viletta Skillman as Mother

Gloria Belsky as Fortune Teller

Tom Mottram as Ringmaster

Erika Young as Storekeeper

Jasper Watts as Storekeeper's Assistant (as Russell Jasper Watts)

David E. Gehringer as Balloon Twister

Gail Rouse-Haefke as Mother at Balloon Booth

Kate Haefke as Daughter at Balloon Booth

Sondra Utterback as Melissa

Emily Haefke as Little Girl in Crowd

Karl Peters as Gapino Brother

Kurt Peters as Gapino Brother

Andrew P. Swan as Circus Performer

Brenda Cox Giguere as Assistant

Pam Sperring as Bus Driver

Victor Salva as Radio Newscaster / Extra at Carnival (uncredited)