Carol Burnett as Dotty Otley / Mrs. Clackett

Michael Caine as Lloyd Fellowes

Denholm Elliott as Selsdon Mowbray / The Burglar

Julie Hagerty as Poppy Taylor

Marilu Henner as Belinda Blair / Flavia Brent

Mark Linn-Baker as Tim Allgood

Christopher Reeve as Frederick Dallas / Philip Brent

John Ritter as Garry Lejeune / Roger Tramplemain

Nicollette Sheridan as Brooke Ashton / Vicki

Kate Rich as Des Moines Stagehand

Zoe Cassavetes as Miami Stagehand

Kim Sebastian as Cleveland Stagehand

Louise Stratten as Broadway Stagehand

J. Christopher Sullivan as Miami Backstage Guard

Kimberly Neville as Miami Usher

Cleveland O'Neal III as Miami Electrician

Roger Michelson as Company Lighting Technician

Joe Hanna as Company Soundman

Rosie De Sanctis as Miami Backstage Visitor

Jack McCall as Broadway Usher

Keith Crowningshield as Broadway Usher

Andrew Mapp as Broadway Usher

Diana Agostini as Broadway Theatergoer

Bronson Dudley as New York Bum at Curb

Drummond Erskine as New York Backstage Doorman

Roger Armstrong as Des Moines Additional Stagehand

Dick Corman as Des Moines Additional Stagehand

Wendy Wilson as Miami Additional Stagehand

Matthew Gottlieb as Miami Additional Stagehand

Dana Marley as Miami Additional Stagehand