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| Billy Crystal | Mitch Robbins |
| Daniel Stern | Phil Berquist |
| Bruno Kirby | Ed Furillo |
| Patricia Wettig | Barbara Robbins |
| Helen Slater | Bonnie Rayburn |
| Jack Palance | Curly Washburn |
| Noble Willingham | Clay Stone |
| Tracey Walter | Cookie |
| Josh Mostel | Barry Shalowitz |
| David Paymer | Ira Shalowitz |
| Bill Henderson | Dr. Ben Jessup |
| Jeffrey Tambor | Lou |
| Phill Lewis | Dr. Steven Jessup |
| Kyle Secor | Jeff |
| Dean Hallo | T.R. |
| Karla Tamburrelli | Arlene Berquist |
| Yeardley Smith | Nancy |
| Jayne Meadows | Mitch's Mother |
| Alan Charof | Mitch's Father |
Every year, three friends take a vacation away from their wives. This year, henpecked Phil, newly married Ed, and Mitch -- terrified of his midlife crisis -- decide to reignite their masculinity by taking a supervised cattle drive across the Southwest. Under the supervision of gruff cowboy Curly, the men set out on a journey that turns unexpectedly dangerous. The three men bond along the way to conquering their fear of aging.
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