John Travolta as George Malley

Kyra Sedgwick as Lace Pennamin

Forest Whitaker as Nate Pope

Robert Duvall as Doc

Jeffrey DeMunn as Professor Ringold

Richard Kiley as Dr. Wellin

David Gallagher as Al

Ashley Buccille as Glory

Tony Genaro as Tito

Sean O'Bryan as Banes

Michael Milhoan as Jimmy

Troy Evans as Roger

Bruce A. Young as Jack Hatch

Vyto Ruginis as Ted Rhome

Brent Spiner as Dr. Bob

Elisabeth Nunziato as Ella

Ellen Geer as Bonnie

James Keane as Pete the Cop

Susan Merson as Nurse

James Anthony Cotton as Cal

Justin DiPego as UFO Man

Mark Soper as Reporter

Daniel Zacapa as Father at Book Fair

Cab Covay as Book Fair Heckler

Tony A. Mattos as Ella's Father

Mark Valim as Alberto

Carl D. Parker as Man in Orchard

Beth Kennedy as Female FBI Agent

Tom Fridley as Male FBI Agent

Richard Gross as Customer at Malley's

Jack Chouchanian as MRI Technician

Michael Forner as Charlie Shipper

Sage Callaway as Female Officer

Jewel Benedict as Townsperson

Betsy Berryhill as Townsperson

Mariann V. Carothers as Townsperson

Claudia Crespin as Townsperson

Joseph A. Nicosia as Townsperson

Dan Partain as Townsperson

Isaac Reiswig as Townsperson

Charlie as Attila