Ernest Borgnine as Dom Cimoli

Gary Lockwood as Jordan Evanhower

Tina Chen as Val

Kim Basinger as Prissy Frasier

Tom Clancy as Dutch

Howard Hesseman as Bert Stockwell

Russell Johnson as Loft

Robert F. Lyons as Bill Bowdish

Allan Miller as Les Garrick

Alan Oppenheimer as Barton

Carol Eve Rossen as Maria Cimoli

Eugene Roche as Matt Andrews

Beverly Todd as Dana

Angela Clarke as Mrs. Collura

John Quade as Marshall

Mark L. Taylor as Ron Smith

Byron Morrow as Bailey

Lynn Wood as Dr. Rosen

Anna Mathias as Cindy

Deborah Harmon as Mary Smith

Meeno Peluce as Billy

Ted Hartley as Rogers

Gordon Connell as Ross

Kerrie Cullen as Michelle

Margie Gordon as Didi

Melissa Francis as Kid

Luis Ávalos as Perez

Paul Frees as Narrator / Additional Voices (voice) (uncredited)

Bob Harks as Priest (uncredited)