Steve Martin ... Roger Cobb
Lily Tomlin ... Edwina Cutwater
Victoria Tennant ... Terry Hoskins
Madolyn Smith Osborne ... Peggy Schuyler (as Madolyn Smith)
Richard Libertini ... Prahka Lasa
Dana Elcar ... Burton Schuyler
Jason Bernard ... Tyrone Wattell
Selma Diamond ... Margo
Eric Christmas ... Fred Hoskins
Gailard Sartain ... Fulton Norris
Neva Patterson ... Gretchen
Michael Ensign ... Mr. Mifflin
Peggy Feury ... Dr. Betty Ahrens
Nan Martin ... Divorce Lawyer
Basil Hoffman ... Court Clerk
Hedley Mattingly ... Grayson
Harvey Vernon ... Judge
Stu Black ... Police Officer
Marilyn Tokuda ... Receptionist
David Byrd ... Minister
Nicholas Shields ... Hardhat (as Nick Shields)
Bill Saito ... Security Guard
Neil Elliot ... Cabbie
Jillian Scott ... Courtroom Spectator
Judy Nagy ... Nurse
Ronn Wright ... Cook
Jim Welch ... James Welsh IV
Benny Booker ... Tuba (as Teddy Edwards and his New Orleans Dixieland Band)
Joe Darensbourg ... Clarinet (as Teddy Edwards and his New Orleans Dixieland Band)
Leo Dejan ... Trumpet (as Teddy Edwards and his New Orleans Dixieland Band)
Teddy Edwards ... Bass Drum (as Teddy Edwards and his New Orleans Dixieland Band)
John Ewing ... Trombone (as Teddy Edwards and his New Orleans Dixieland Band)
Herbet Permillion ... Trumpet (as Teddy Edwards and His New Orleans Dixieland Band)
Gus Wright ... Snare Drum (as Teddy Edwards and his New Orleans Dixieland Band)

Roger is called in to change the will of an aging millionairess. She has made arrangements for her soul to be 'captured' and transferred into the body of a younger girl. After an argument about the will, the millionairess dies, but her spirit somehow lands in Rogers body...

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