Ryan O'Neal as Sgt. Benson

John Hurt as Kerwin

Kenneth McMillan as Chief Wilkins

Robyn Douglass as Jill

Jay Robinson as Halderstam

Denise Galik as Clara

Joseph R. Sicari as Walter

Michael McGuire as Monroe

Rick Jason as Douglas

James Remar as Edward K. Petersen

Jennifer Ashley as Secretary

Darrell Larson as Al

Seamon Glass as Gillis

Steven Reisch as Counter Boy

Carl Kraines as Aide #1

Tony March as Aide #2

Bob Ozman as Detective

Carol Williard as Officer

Gene Ross as Cop

Bill Cross as Cop

Craig Shreeve as Cop

Gregory Hodal as Cop (as Gregory L. Hodal)

Iris Klein as Jogger (as Iris Alhanti)

John Garber as Body Builder

Jackie Millines as Photo Assistant

Luis Torres as Pablo

Martin Kove as Man in Phone Booth (uncredited)

Sydney Lassick as Photo Shoot Assistant (uncredited)