Colin Fox
as
Dr. Quintard
Talia Shire
as
Jean Clemens
Fiona Reid
as
Mrs. Quick
John Shepherd
as
Oxford Dean
Hal Needham
Director
Marta Kober
as
Becky
Ray Walston
as
Burton Timmer
Alfie Wise
as
Eliott Dole
Talia Shire
as
Mrs. Jones
Nicolas Cage
as
Eddie
James Coburn
as
Mike Donan / Lou Donan
Charlie Sheen
as
Morgan "Fats" Gripp
Talia Shire
as
Sam
Talia Shire
as
Nurse Cora
Sam Jaffe
as
Old Whateley
Dean Stockwell
as
Wilbur Whateley
Roger Corman
Director
George Armitage
as
Billy the Kid
Elaine Giftos
as
Cilla
Talia Shire
as
Coralee
Raye Birk
as
Mort Catafalque
JoBeth Williams
as
Talia Shire
as
Maggie
Lindsay Crouse
as
Rheza
Patricia Richardson
as
Shelley
Kelly Hu
as
Cindy
Julia Nickson
as
Elizabeth
Adrian Hough
as
Michael
Talia Shire
as
Viola
Talia Shire
as
Gloria Neiderman
Sam Witwer
as
Joe Neiderman
Tim Kazurinsky
as
Petey B
Armand Assante
as
Uncle Dom
Elizabeth Ashley
as
Andrea Glassen
Bette Davis
as
Charlotte Vale
Talia Shire
as
Emily Hollander
Peter Gerety
as
Allery Parkes
Talia Shire
as
Iola Parkes
Marc Grapey
as
Stosh
Billy Brown
as
Walter Brewer
John G. Avildsen
Director
Talia Shire
as
Adrian
John Pleshette
as
Aftershave Commercial Director
Sylvester Stallone
as
Rocky
Frank Pesce
as
Spectator
John Frankenheimer
Director
Talia Shire
as
Maggie
Tom McLoughlin
as
Mutant Bear
Tom McFadden
as
Pilot
Charles H. Gray
as
Sheriff
Jack Nicholson
as
(archive footage)
Talia Shire
as
(archive footage)
Tony Burton
as
(archive footage)
Sylvester Stallone
as
Narrator
Sylvester Stallone
Director
Talia Shire
as
Adrian
Tony Burton
as
Duke
Sylvester Stallone
as
Rocky Balboa
Hulk Hogan
as
Thunderlips