Garry Shandling portrays Harold Anderson, an alien sent to Earth with a mission to impregnate a woman and return to his planet.
Annette Bening plays Susan Anderson, the woman Harold marries to fulfill his mission on Earth.
John Goodman takes on the role of Roland Jones, a suspicious FAA official who tracks Harold's strange behavior.
Greg Kinnear appears as Perry Gordon, a womanizing coworker of Harold's.
Ben Kingsley plays Graydon, the leader of the aliens and the one orchestrating the mission on Earth.
Judy Greer portrays Rebecca, an eager young woman whom Harold encounters.
Danny Zorn plays Randy, Harold's quirky office mate.
Harmony Smith plays Rita, a character in Harold's new human life.
Richard Jenkins takes the role of Don Fisk, a colleague of Harold's.
Linda Fiorentino portrays Helen Gordon, the wife of FAA official Roland Jones.
Caroline Aaron appears as Nadine Jones, another character intricately involved in the unfolding plot.
Janeane Garofalo plays the role of a Nervous Woman who interacts with Harold.
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