Dolly Parton as Shirlee Kenyon

James Woods as Jack Russell

Griffin Dunne as Alan Riegert

Michael Madsen as Steve

Deirdre O'Connell as Lily

John Sayles as Guy Girardi

Teri Hatcher as Janice

Spalding Gray as Dr. Erdman

Jerry Orbach as Milo Jacoby

Philip Bosco as Gene Perlman

Charles Fleischer as Tony

Keith MacKechnie as Gordon

Jay Thomas as Zim Zimmerman

Amy Morton as Ann

Paula Newsome as Ellen

Ralph Foody as Desk Clerk

Robin Eurich as Bill

Jeff Garlin as Bob

Paul Dinello as Casey

Barnet Kellman as TV Director

Robert Kurcz as Phil

Ray Toler as Man at Strip Joint

Michael Oppenheimer as Maitre D'

Michael Jeffrey Woods as Photographer

Tom Amandes as Waiter

John Gegenhuber as Waiter

James Spinks as Bartender

Greg Sobieski as Bartender

Scott Benjaminson as Valet

Tom Webb as Newscaster

Peter Sova as Cabbie

Roger Christiansen as Technical Director

Mary Ann Thebus as Waitress

Domenica Cameron-Scorsese as Girl

Dana Lubotsky as Girl

Becky Wahlstrom as Girl

Tony Judge as Officer

Susan Philpot as Librarian

Dionne Lynn Nosek as P.A.

Kate Buddeke as Tina (voice)

Tracy Letts as Sean (voice)

Jane Lynch as Gladys (voice)

Anthony Cannata as Bud (voice)

Joyce Hiller Piven as Joan (voice)

Lorenzo Clemons as Mr. Isaacs

Ron Livingston as Soldier

Ray Friedeck as Mr. Polonsky

Etel Billig as Thelma

Irma P. Hall as Ethel

Alan Wilder as Snake Man

Gilmary Doyle as Fan

Jack Walsh as Guard

Susan Messing as Makeup Girl

Lisa Marie Ackel as Dental Hygienist (uncredited)

Laura Bennecke as Museum Patron (uncredited)

Suzy Brack as Date at Restaurant (uncredited)

Simona Ferraro as Reporter (uncredited)

Megan McCarthy as Upscale Shopper (uncredited)

Irene Michaels as Host (uncredited)

Peter Alun Thomas as Baseball Catcher (uncredited)

Alberto Viruena as Man (uncredited)