Michelle Pfeiffer plays Susie Diamond, a talented and charismatic singer hired by the Baker brothers to help boost their struggling musical act.
Jeff Bridges portrays Jack Baker, one of the Baker brothers and a talented pianist who is looking for a change in his career.
Beau Bridges takes on the role of Frank Baker, the other half of the Baker brothers' piano duo who is more practical and business-minded.
Jennifer Tilly plays Monica Moran, a flirtatious and ambitious woman who has her own goals within the music industry.
Terri Treas portrays the Girl in Bed, a brief character who appears in a memorable scene in the movie.
Ellie Raab takes on the role of Nina, a supporting character in the film who interacts with the main cast members.
Xander Berkeley plays Lloyd, a character who has a minor role in the movie, interacting with the main cast members.
Dakin Matthews portrays Charlie, a supporting character who plays a small but significant role in the film.
Ken Lerner plays Ray, a character who interacts with the main cast members in some of the scenes.
Albert Hall portrays Henry, a character involved in the music scene featured in the movie, interacting with the main cast.
Gregory Itzin plays Vince Nancy, a supporting character who adds depth to the storyline through his interactions with the main cast.
Bradford English portrays Earl, a character with a minor role in the film, interacting with the main cast members in certain scenes.
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