Main Cast (in End Credits Order)
- Shirley MacLaine as Aurora Greenway
- Debra Winger as Emma Greenway Horton
- Jack Nicholson as Garrett Breedlove
- Danny DeVito as Vernon Dahlart
- Jeff Daniels as Flap Horton
- John Lithgow as Sam Burns
- Lisa Hart Caroll as Patsy Clark
- Troy Bishop as Tommy Horton
- Huckleberry Fox as Teddy Horton
- F. William Parker as Doctor
- David Wohl as Phil
- Albert Brooks (voice) as Rudyard Greenway
- Mary Kay Place (voice) as Doris
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