Whoopi Goldberg as Sarah Collins

Dennis Franz as Max Fleischer

Tasha Scott as Jenny

David Marciano as Rick Powell

Teddy Wilson as Billy Tatum

Dorian Harewood as Kevin Merrick

Adilah Barnes as Amanda Gilbert

Charles Branklyn as

Phyllis Coates as

Richard Dupell as

Robert Ernst as

Eva Gholson as

Michael Halton as

Chuck L. Hilbert as

Kathryn Keats as

Joe Lerer as

Drew Letchworth as

Ivars Mikelson as

Michael Orcena as

Angelo Pagán as

Jeff Richmond as

Blaine Souza as

Howard Swain as

Maud Winchester as

Billy Woodruff as

Sigrid Wurschmidt as

Shannon Frank as Pool Competition Judge

Tom McCrory as

Rich Amooi as Maitre'D (uncredited)

Shawn Flanagan as Spectator at Pool Competition (uncredited)