Garry Marshall as Walter Gold

Faye Dunaway as Phyllis Gold

Brendan Fraser as David Gold

Jennifer Beals as Suzanne Stein

Jon Tenney as Rob Stein

Rosie O'Donnell as Jackie

Sean O'Bryan as Steven

John Schlesinger as Dr. Adrian Lodge

Mark Shunkey as Young David

Jill Bernstein as Young Suzanne

Patrick Bristow as Brandon

Jack Klugman as Mr. Stein

Stephanie Niznik as Shauna

Judith Scarpone as Mrs. Klein

Robert Barry Fleming as Randy