Dan Gilroy as Gordon Goose

Shelley Duvall as Little Bo Peep

Harry Anderson as Peter Piper

Cyndi Lauper as Mary (Had a Little Lamb)

Brian Bonsall as Michael

Art Garfunkel as Georgie Porgie

Teri Garr as Jill (of Jack and Jill)

Woody Harrelson as Lou the Lamb

Debbie Harry as Old Woman Who Lived in a Shoe

David Leisure as Newscaster / Game Show Host

Little Richard as Old King Cole

Howie Mandel as Humpty Dumpty

Bobby Brown as Three Blind Mice

Pia Zadora as Little Miss Muffet

Cheech Marin as Carnival Barker

Katey Sagal as Mary Quite Contrary

Garry Shandling as Jack (of Jack and Jill)

Paul Simon as Simple Simon

Jean Stapleton as Mother Goose

Ben Vereen as Itsy-Bitsy Spider

Van Dyke Parks as Minister of Merriment

John Santucci as All The King's Men

Elayne Boosler as Mother Hubbard