As a part of a special government reform program, inmate J.T. Blake has to take care of Johnny Reynolds who has cerebral palsy. In the meantime, another inmate wants to take care of J.T. Blake forever.

Rae Dawn Chong
as Ilene Curtis

Bill Croft
as Mitch

Don S. Davis
as Sergeant

Brad Dourif
as Johnny

Bruce Glover
as Casey

Michael Ironside
as J.T. Blake

Tamsin Kelsey
as Ginger

R. Nelson Brown
as Greason

Ken Pogue
as Warden Slade

Leslie Carlson
as Willy