James Caan ... Sam Winters
Halle Berry ... Autumn Haley
Omar Epps ... Darnell Jefferson
Craig Sheffer ... Joe Kane
Kristy Swanson ... Camille Shafer
Abraham Benrubi ... Bud-Lite Kaminski
Duane Davis ... Alvin Mack
Jon Pennell ... Bobby Collins (as Jon Maynard Pennell)
Joey Lauren Adams ... Louanne (as Joey Adams)
J.C. Quinn ... Joe's Father
Andrew Bryniarski ... Steve Lattimer
Leon Pridgen ... Ray Griffen (as J. Leon Pridgen II)
Michael Flippo ... Coach Humes (as Mike Flippo)
Jeff Portell ... Reporter #1
Ernest Dixon ... Coach Clayton
George Rogers ... Coach Myers
Bernard Mixon ... Reverend Wallace
Mary Holloway ... Alvin's Mother
Steven Griffith ... Joe's Brother
George Nannarello ... Advisor Smith
Jason Byce ... Athletic Director Howard
Mindy Bell ... Sharon Braver
Jim Fyfe ... Nichols
Jason Jenks ... Alvin's Tutor
Bob Neal ... Brad Harvey
Albert Haynes ... Mississippi Tailback
Andre Farr ... Mississippi Tackle
Jed Oldenburg ... History T.A.
Lynn Swann ... Himself
Bo Schembechler ... Himself
Robert Fuller ... Tim Waymen
Al Wiggins ... Mr. Haley
Lynelle Lawrence ... Leslie
Julia Miller ... Debbi
Patrick Robert Smith ... Debbi's Boyfriend (as Patrick Smith)
Dan Hannafin ... Regent Chairman
Charles Portney ... Richard Fowler
John Bennes ... Edward Learnihan
Charles Lawlor ... Charles Shane
Deanna Perry ... Rehab Nurse
Tim Parati ... Steroids Dealer
Robert D. Raiford ... Chancellor Wilson
George Lee ... Fat Cat Alumnus
Chris Berman ... Himself
Leslie Broucker ... Trainer
Roger Bright ... E.S.U. Doctor
J. Don Ferguson ... Referee
Rhoda Griffis ... Reporter #3
Steve Zabriskie ... Himself
John R. Murphy ... History Professor
Robert Hook ... Trainer
Tracy Fowler ... Orderly
James Furey ... ECU Sideline Equipment Boy (uncredited)
T.J. Healy II ... Coach (uncredited)
Scott Holroyd ... (uncredited)
Jody Millard ... Mississippi Linebacker (uncredited)
Elizabeth Slagsvol ... Photographer (uncredited)
Al Whiting ... ESU Wide Receiver #88 (uncredited)

A college football coach is told by his bosses that unless they do better this season it could be his last. To bolster the team he recruits a talented wide receiver. A female student is assigned to help him assimilate with college life and that includes doing his studies because he spent his whole life just playing football. And he finds himself attracted to her and she already has a boyfriend who is also on the team but he might be more concern about losing his position than losing her to him. And the coach has to deal with his other players' situations like the team's quarterback who deals with his father being distant by drinking and it eventually gets him in trouble. And one of the team's defensive players is obviously using steroids but passes the drug tests.

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