Philip Michael Thomas

as Randy / Brother Rabbit (voice)

Barry White

as Sampson / Brother Bear (voice)

Charles Gordone

as Preacherman / Preacher Fox (voice)

Scatman Crothers

as Pappy / Old Man Bone (voice)

Danny Rees

as Clown (voice)

Buddy Douglas

as Referee (voice)

Jim Moore

as Mime (voice)

Al Lewis

as The Godfather (voice) (uncredited)