Ally Sheedy as Maggie DeLoach

Don Michael Paul as Boots Claibourne

Virginia Madsen as Delia June Curry

Phoebe Cates as Aiken Reed

Treat Williams as Hoyt Cunningham

Kyle Secor as Charles Payton 'Tuck' Tucker

Peter Berg as Jenks Foley

Kurtwood Smith as Professor Flournoy

Richard Bradford as Judge Courtney Claibourne

Barbara Babcock as Coralee Claibourne

Lisa Zane as M.A.

Kevin Beard as Redneck #1 at Concert (uncredited)