Jim Belushi as Jimmy Dworski

Charles Grodin as Spencer Barnes

Anne DeSalvo as Debbie Lipton

Loryn Locklin as Jewel Bentley

Stephen Elliott as Walter Bentley

Héctor Elizondo as Warden Toolman

Veronica Hamel as Elizabeth Barnes

Mako as Mr. Sakamoto

Gates McFadden as Diane Connors

John de Lancie as Ted Bradford Jr.

Thom Sharp as Mike Steward

Ken Foree as J.B., Prisoner making demands

Burke Byrnes as Prison Guard

Stanley DeSantis as Airport Car Rental Man

Buddy Daniels Friedman as Gang Member

Chris Barnes as Luggage Boy

Andrew Amador as Prison Reporter

Louisa Abernathy as Guard

Michael Kinney as Malibu Jail Guard

John Marshall Jones as LeBradford Brown

Michael Blue as Beach House Cop

Janet Julian as Woman on Plane

Whit Hertford as Yuppie Son