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| Ethan Hawke | Ben Crandall |
| River Phoenix | Wolfgang Müller |
| Jason Presson | Darren Woods |
| Amanda Peterson | Lori Swenson |
| Dick Miller | Charlie Drake |
| Robert Picardo | Starkiller / Wak / Wak and Neek's Father |
| Dana Ivey | Mrs. Müller |
| Meshach Taylor | Gordon Miller |
| Mary Kay Place | Mrs. Crandall (uncredited) |
| James Cromwell | Mr. Müller |
Young Ben Crandall spends his free time watching sci-fi films, playing video games and reading comic books. Surprisingly, his affinity for all things fantastical yields a real result -- when he has a vivid dream about technology, his science-loving friend Wolfgang Muller manages to create a working spacecraft. Joined by their buddy Darren Woods, the boys take off into outer space and encounter some very odd extraterrestrial life.
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