Cybill Shepherd as Corinne Jeffries

Robert Downey Jr. as Alex Finch

Ryan O'Neal as Philip Train

Mary Stuart Masterson as Miranda Jeffries

Christopher McDonald as Louie Jeffries

Josef Sommer as Judge Fenwick

Joe Grifasi as Omar

Henderson Forsythe as Ben Bradlee

Susan Ruttan as Woman in the Bookstore

Lester Lanin as Conductor

Richard DeAngelis as Hot Dog Vendor

James Noble as Dr. Bailey

Fran Ryan as Mavis Talmadge

Marc McClure as Richard

Mimi Kennedy as Sally

Kathleen Freeman as Mrs. Handy

Dennis Patrick as Archibald Blair

Gianni Russo as Anthony Bonino

Franchelle Stewart Dorn as Receptionist

Jacquelyn Drake as Bradlee's Secretary

Don Richards as Bonino's Defense Attorney

June Thorne as Clerk of the Court

Nat Benchley as Marshall

Cliff McMullen as Marshall

Carey Hauser as Paramedic

Laura Cordova as Paramedic (as Laura Lee Stetzel)

Max Trumpower as First Minister

Dennis Mancini as Second Minister

Margi Holland as Limbodrome Staff

Katie Schwarz as Limbodrome Staff

Andrew Reilly as Limbodrome Staff

Martin Garner as Mr. Zellerbach

Channing Chase as Aide at Smithsonian

Laura Caulfield as Dancer (uncredited)

Gillian Doyle as Woman (uncredited)

Bettina M. Johnson as Dancer (uncredited)

Scout Raskin as Girl On Carousel (uncredited)

Maurice Schwartzman as Dancer (uncredited)