Peter Gallagher as Michael Chambers

Alison Elliott as Rachel

William Fichtner as Tommy Dundee

Adam Trese as David Chambers

Joe Don Baker as Clay Hinkle

Paul Dooley as Ed Dutton

Shelley Duvall as Nurse

Elisabeth Shue as Susan Crenshaw

Harry Goaz as Guard Casey

Richard Linklater as Ember Doorman

Anjanette Comer as Mrs. Chambers

Dennis Hill as Guard Tom

Mark Feltch as Guard George

Jules Sharp as Hinkle's Assistant

Kenneth D. Harris as Mantrap Guard

Vincent Gaskins as Michael's Partner

Cliff Haby as Turret Operator

Tonie Perensky as Ember Waitress

Randall Brady as Ember Bartender

Helen Cates as Susan's Friend

Kevin Crutchfield as VIP Room Flunky

Brad Leland as Man Delivering Money

John Martin as Justice of the Peace

C.K. McFarland as BonaFide Delivery Person

Rick Perkins as TV Delivery Man

Paul Wright as TV Delivery Man

David Jensen as Satellite Dish Installer

Jordy Hultberg as TV Sports Reporter

Steve Shearer as Detective

Fred Ellis as Detective's Partner

Joe Chrest as Mr. Rodman

Mark Hanson as Bar Patron (uncredited)

Matthew Hurley as Angry Bar Patron (uncredited)

Mike Malone as Smoking Guy at Concert (uncredited)

Christopher K. Philippo as Ember Clubgoer (uncredited)

Ryan Wickerham as Guy at Concert (uncredited)