"In a small American town, a diabolical circus arrives, granting wishes for the townsfolk, but twisted as only the esteemed Mr. Dark can make them. Can two young boys overcome the worst the devil himself can deal out?"
Jason Robards
as Charles Halloway
Jonathan Pryce
as Mr. Dark
Diane Ladd
as Mrs. Nightshade
Royal Dano
as Tom Fury
Vidal Peterson
as Will Halloway
Shawn Carson
as Jim Nightshade
Mary Grace Canfield
as Miss Foley
Richard Davalos
as Mr. Crosetti
Jake Dengel
as Mr. Tetley
Jack Dodson
as Dr. Douglas
Bruce M. Fischer
as Mr. Cooger
Ellen Geer
as Mrs. Halloway
Pam Grier
as Dust Witch
Brendan Klinger
as Cooger as a Child
James Stacy
as Ed the Bartender
Angelo Rossitto
as Little Person #1
Peter Risch
as Little Person #2
Jill Carroll
as Teenage Girl
Tony Christopher
as Young Ed
Sharan Lea
as Young Miss Foley
Scott De Roy
as Cooger as a Young Man
Sharon Ashe
as Townswoman
Arthur Hill
as Narrator (voice)
Phil Fondacaro
as Demon Clown (uncredited)
Jerry Maren
as Demon Small Person (uncredited)
Jack Clayton
Director
Ray Bradbury
Screenplay
Novel
Kirk Douglas
Executive Producer
Pat Romano
Stunts
Virginia Higgins
Casting
Pam Polifroni
Rick Simpson
Set Decoration
Ruth Myers
Costume Design
John B. Mansbridge
Art Direction
John Marshall
Richard Macdonald
Production Design
James Horner
Original Music Composer
Stephen H. Burum
Director of Photography
Peter Douglas
Producer
Barry Mark Gordon
Editor
Argyle Nelson Jr.
Richard Lawrence
Dan Kolsrud
Associate Producer