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- David Keith as Andy McGee
- Drew Barrymore as Charlie McGee
- Freddie Jones as Dr. Joseph Wanless
- Heather Locklear as Vicky Tomlinson McGee
- Martin Sheen as Captain Hollister
- George C. Scott as John Rainbird
- Art Carney as Irv Manders
- Louise Fletcher as Norma Manders
- Moses Gunn as Dr. Pynchot
- Drew Snyder as Orville Jamieson
- Carole Francisco as Joan Dugan
- Wendy Womble as Josie
- Carey Fox as Agent Hunt