"A comic love triangle wherein a loser falls in love with his recently-married brother's wife."
Jason Alexander
as Michael Makeshift
Lolita Davidovich
as Valeri Carboni
James Woods
as Reggie Makeshift
Joe Mantegna
as Stone
Jay Mohr
as Dwayne
Robert Costanzo
as Ranzier
Bea Arthur
as Beverly Makeshift
Eda Reiss Merin
as Rose
John Amos
as Gray
Rob Reiner
as Dr. Plosner
Haley Joel Osment
as Danny
Tiffany Salerno
as Cindy
Beau Gravitte
as Bob
Una Damon
as Bartender
Jerry Adler
as Morton Makeshift
Lynne Felderman
as Screaming Woman
Brian Herskowitz
as Bakery Cart Man
Ken Lerner
as Sgt. Moss
Zoaunne LeRoy
as Mrs. Gelder
Greg Lewis
as Bank Manager
Jonathan Penner
as Cop #1
Ken Tipton
as Leader of OverEaters Anonymous
Daena E. Title
as Cop #2
Rip Torn
as Capt. Cole
Kelly Wellman
as Barbara Wellman
Steven Wright
as Cabbie
Colin O'Herlihy
as Bar Thug (uncredited)
Peter Wick
as Witness (uncredited)
David Rotman
Producer
Miles Goodman
Original Music Composer
Director
Jeff Nathanson
Executive Producer
Writer
Steven Lambert
Stunt Coordinator
Mark De Alessandro
Stunts
Mo Henry
Negative Cutter
Fred Lerner
Samantha Goodman
Associate Producer
Andrew Bishop
Wayne Kennan
Director of Photography
Michael Jablow
Editor
William A. Elliott
Production Design
Kenneth Hardy
Art Direction
Bruce A. Gibeson
Set Decoration
Charmaine Nash Simmons
Costume Design