Kelsey Grammer as Lt. Commander Tom Dodge

Lauren Holly as Lt. Emily Lake

Rob Schneider as Lt. Marty Pascal

Harry Dean Stanton as Lt. Howard

Bruce Dern as Rear Admiral Yancy Graham

William H. Macy as Captain Knox

Rip Torn as Admiral Winslow

Ken Hudson Campbell as Seaman Buckman

Toby Huss as Seaman Nitro

Duane Martin as Planesman 1st Class Jefferson 'R.J.' Jackson

Jonathan Penner as Seaman Stanley 'Spots' Sylvesterson

Bradford Tatum as Engineman 1st Class Brad Stepanak

Harland Williams as Seaman 2nd Class E.T. 'Sonar' Lovacelli

James Martin Jr. as Orlando Radioman

Jordan Marder as Orlando Ensign

Matt Landers as Orlando XO

Joseph Latimore as Orlando Sonarman

Patton Oswalt as Stingray Radioman

Joe Soto as Helmsman

John Shepherd as Young Sailor

Pierrino Mascarino as Trawler Captain

Dennis Fimple as Fisherman

Ancel Cook as Fisherman

James Harper as Supportive Admiral

Rudy Hornish as Admiral #2

Tommy Terrell as Admiral #3

Elliot Easton as Secretary

Michael Connors as Orlando Young Sailor

Paul Tranghese as Sailor #2

Mitchell Danton as Conn Tower Officer

Jackson Sleet as Torpedo Man

Annie Talbot as Singing Waitress

Eugene Daniel as Singing Sailor

Bob Dini as Singing Sailor

Andrew Christian English as Singing Sailor

Steve Giralo as Singing Sailor

Robert Grochau as Singing Sailor

Jamie James as Singing Sailor

Joseph Keawkalaya as Singing Sailor

Todd Odom as Singing Sailor

Bruce Holman as Selection Board Officer (uncredited)

Theodore Carl Soderberg as Sailor (uncredited)

Gabrielle Wagner as Sailor's Wife (uncredited)

Eric Anzalone as Village People Biker (uncredited)

Felipe Rose as Village People Indian (uncredited)