A man's family comes for his 77th birthday and while he loves all of his children and their children, he and his children don't exactly connect. However, he connects with his grandchildren. And he tells them what he wants for his birthday and they do what they can to give it to him.
| Actor | Role |
|---|---|
 Burt LancasterLevi Rockwell | Levi Rockwell |
 Suzy AmisAggie Rockwell | Aggie Rockwell |
 Patricia ClarksonRose Black | Rose Black |
 Frances ConroyRuby Hanson | Ruby Hanson |
 Sinéad CusackAmanda 'Billi' Rockwell (as Sinead Cusack) | Amanda 'Billi' Rockwell (as Sinead Cusack) |
 John GloverRolo Rockwell | Rolo Rockwell |
 Bill PullmanCrow Black | Crow Black |
 Kevin SpaceyDwayne Hanson | Dwayne Hanson |
| NNicky BronsonMax Hanson | Max Hanson |
 Danny CorkillKane Rockwell (as Dan Corkill) | Kane Rockwell (as Dan Corkill) |
 Macaulay CulkinCy Blue Black | Cy Blue Black |
 Angela GoethalsDawn Black | Dawn Black |
| SSara GoethalsFlora Rockwell | Flora Rockwell |
| EEmily PoeEmily Rockwell | Emily Rockwell |
 Sara RueJessica Hanson | Jessica Hanson |
 George MartinDr. Bonicker | Dr. Bonicker |
 Matt NorklunMo Plumm | Mo Plumm |
| RRobert ComponoTony Joe Basta | Tony Joe Basta |
 James McDanielPoliceman | Policeman |
 David Hyde PierceMonsieur Henri | Monsieur Henri |
 Renée ColemanWaitress | Waitress |
| JJohn BellOrson Rockwell | Orson Rockwell |