Bill Pullman

as George Bailey

Penelope Ann Miller

as Mary Hatch Bailey

Nathan Lane

as Clarence

Martin Landau

as Pa Bailey / Mr. Potter

Sally Field

as Mrs. Bailey / Narrator

Joe Mantegna

as Joseph / Nick

Christian Slater

as Harry Bailey / Sam Wainwright

Jerry Van Dyke

as Uncle Billy

Robert Guillaume

as Mr. Gower

Matthew Diamond

Director