Gary Oldman as Emmett Foley

Dennis Hopper as Walker Benson

Frances McDormand as Mae Foley

Pamela Reed as Earlene

Matt Craven as Lonny

William De Acutis as Missy

Gary Klar as Clarence

Lee Wilkof as Vernon

William Newman as Jonathan

Richard Portnow as Dr. Debner

Timothy Scott as Harley

Ned Beatty as Dr. Harwood

M. Emmet Walsh as Morris

Whitey Hughes as Mr. Johnson

Wilbur Fitzgerald as Duane

Yvonne Denise Mason as Ella

Ralph Pace as Leonard

Wesley Mann as Cop No. 1

Tim Monich as Cop No. 2

Laurens Moore as Pa Foley

Mary Moore as Ma Foley

Peggy Beasley as Mae's Mother

F. Drucilla Brookshire as First Woman on Street

Dorothy L. Grissom Hardin as Second Woman on Street

David Fitzsimmons as Ambulance Driver

Gary Bullock as Sadistic Attendant

David Dwyer as Goading Attendant

Robert Gravel as Lucas

Marc Clement as Theo

John Brasington as Dr. Towney

Jim E. Quick as Dr. Everly

C.K. Bibby as Baker

Bob Hannah as Earl

George Nannarello as Patient Without Shoes

Ed Grady as Stream of Consciousness Man

Kevin Barber as Upside Down Inmate

James Culclasure as Hym Singing Patient

Shane Bailey as Ozell

Kevin Campbell as Inmate in Cesspool

E. Pat Hall as Inmate in Movie Theater

Jerry Campbell as Inmate in Tunnel

Roger Jackson as Inmate

Suzi Bass as Harwood's Secretary

Jill Rankin as Governor's Secretary

F. Douglas McDaniel as Jimbob

Chris Robertson as Attendant

Bill Collins as Attendant

Bud Davis as Attendant

Michael Easler as Attendant

Randy Randolph as Miami Guard

Kathryn Cobb as Miami Nurse

Jim Gloster as Miami Attendant

Charles Lawlor as Miami Cop No. 1

Traber Burns as Miami Cop No. 2

Kristi Frankenheimer as Weather Girl

Perry Simpson as Quincy Cop No. 1

Joe Loy as Quincy Cop No. 2

Wallace Merck as Patrolman

Don Wayne Bass as First Guard

Mykel Mariette as Male Nurse

Raul Apartella as First Man at Investigation

B.J. Koonce as Woman at Investigation