Walter Matthau

as Sorrowful Jones

Julie Andrews

as Amanda

Tony Curtis

as Blackie

Bob Newhart

as Regret

Lee Grant

as The Judge

Brian Dennehy

as Herbie

Kenneth McMillan

as Brannigan

Andrew Rubin

as Carter

Tom Pedi

as Vittorio

Jacquelyn Hyde

as Lola

Jessica Rains

as Clerk

Wynn Irwin

as Mr. Adams

Sara Stimson

as The Kid

Joshua Shelley

as Benny

Randy Herman

as Fleabag Hotel Clerk

Nedra Volz

as Mrs. Clancy

Jack Mullaney

as Casino Pit Boss

Ralph Manza

as Casino Worker

Jack DeLeon

as Building Superintendent

Don Bexley

as Sam

John Finnegan

as Casino Clerk

Leonard Bremen

as Big Max