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| Chris Eigeman | Jake Singer |
| Famke Janssen | Allegra |
| Ian Holm | Dr. Morales |
| Harris Yulin | Dr. Singer/Dad |
| Stephanie March | Julia |
| Blair Brown | Miss Callucci |
| Roger Rees | Leighton Proctor |
| Stephen Lang | Coach Galgano |
| Maddie Corman | Patty |
| Peter Vack | Ted |
| Angela Bullock | Mrs. Cooper |
| Peter Hermann | Steve |
| Elizabeth Hubbard | Claire Marshall |
| Paul Sparks | Andre |
Jake Singer an anxiety-ridden schoolteacher, meets and falls in love with beautiful Allegra Marshall, a wealthy widow. Jake's psychiatrist, Dr. Morales, warns him to keep his feelings for the woman in check, and keeps popping up in the background whenever Jake and Allegra try to become intimate.
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