Joe Don Baker as Jerry

Hope Alexander-Willis as Millie

Richard B. Shull as Hardiman

R.G. Armstrong as Cobb

Ned Wertimer as Walker

Bibi Besch as Marge

Delos V. Smith Jr. as McMinnimee

Richard O'Brien as Dodge

Sherry E. DeBoer as Lois

Paul Willson as Tommy

Eric Knight as Guy

Steve Lytle as Paul

Rob Narke as Husband

Steve Butts as Bobby