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- William B. Davis as Cigarette Smoking Man
- Chris Owens as Jeffrey Spender
- Mitch Pileggi as Assistant Director Walter Skinner
Special Guest Starring
- Jeff Gulka as Gibson Praise
- James Pickens, Jr. as Assistant Director Alvin Kersh
- Christopher Neiman as First Carpool Man
- Kim Robillard as Homer
- Arthur Taxier as Assistant Director P. Bart
- Alan Henry Brown as Second Carpool Man
- Scott Eberlein as Black-Haired Man
- Wendie Malick as Assistant Director J. Maslin