Gary Busey as Tom Sykes

Mimi Rogers as Julie Dreyer

Michael McKean as Phil Dreyer

Candace Hutson as Holly Dreyer

Kurt Christopher Kinder as Neil Dreyer

Elizabeth Ruscio as Rita

Bruce Glover as Gene Hufford

Leonard Termo as George / Exterminator

Peter Henry Schroeder as Dr. Spencer

Chuck Lafont as Dr. Gordon

Johnny Green as Bernard

Bob Neill as Tom's Father (voice)

Carole King as Tom's Mother (voice)

Jake Busey as Teenage Tom (voice)

Ryan Sheridan as Child Tom (voice)

Martin Goslins as Maitre d'

Rebekka Armstrong as Attractive Woman

John Del Regno as Desk Clerk

James C. Lewis as Policeman

Christopher Cory as Patient

Russell Bobbitt as Patient

Michael Childers as Party Guest

Brian Krutoff as Party Guest

Michael Cutt as Charlie