Tony Danza plays Foster, a young man who inherits his late father's circus and must learn to run it.
Jessica Walter portrays Fiona, Foster's stepmother who is not pleased with his inheritance.
Stacey Nelkin plays Cynthia, a love interest of Foster who gets caught up in the circus drama.
Danny DeVito takes on the role of Lazlo, the circus' animal trainer.
Merie Earle appears as Binocular Lady, an eccentric character with a penchant for spying on others.
Art Metrano portrays Joey, a performer at the circus who adds to the chaotic energy.
Frank Sivero plays Bad Habit, a troublemaker causing mischief within the circus.
Rick Hurst takes on the role of Brandon, a member of the circus crew dealing with the challenges they face.
Howard Mann portrays Jules Cohen, a business associate who interacts with the circus team.
Joseph Maher plays Gridley, an authority figure overseeing the circus operations.
Leon Askin appears as Zebrewski, a key part of the circus team navigating the chaos.
Jacquelyn Hyde portrays Zaida, adding her own flair to the colorful cast of characters in the circus.
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