Naomi Judd as Lily Waite

Andy Griffith as Jake Peterson

Gerald McRaney as Cal Peterson

Alison Pill as Fern

Jayne Eastwood as Margie

Taborah Johnson as Anne Hutchinson

Jackie Richardson as Bea Buskins

Brian Heighton as Todd

Jack Duffy as Irwin

Sumela Kay as Clarissa

Adam Dolson as Del

Nathan Carter as Hal

Martha Gibson as Donna

Shoshana Sperling as Waitress

Allen Stewart-Coates as Announcer

Kenneth Wickes as Pete

Aron Tager as Joseph

Andrea Lewis as Autumn