Peter Falk .... Rocky Holzcek
D.B. Sweeney .... Michael Holzcek
Julianne Moore .... Beth Holzcek
Ellen Burstyn .... Judith
Jan Rubes .... Bolek Krupa
Joyce Reehling .... Barbara
Ernie Sabella .... Stash
John Cunningham .... Burt Shook
Noah Fleiss .... Michael at age 5
Lisa Davis .... Betty
Rohn Thomas .... Kevin
Karl Mackey .... Milan Postevic
Reverend Zygmund Szarnicki .... Funeral Priest
L.A. McConnell .... Bully At Baseball Game (as Chance Marquez)
David Cutter .... Peanut Vendor
David Tom .... Michael (age 15)
Lillian Misko-Coury .... Bakery Saleswoman
Kate Young .... Nun
Noah Abrams .... Stavinski
Ilana Levine .... E.R. Nurse
Scott Cohen .... Attending Intern
Pattie Carlson .... Second E.R. Nurse
Adrienne Wodenka .... Third E.R. Nurse
Daniel Corbin Cox .... Attending Physician
Joel de la Fuente .... Toby
Raymond Wong .... Deng
Wanqing Wu .... Zhang
Zhe Sun .... Liu
Mengze Shi .... Fan
Ann Heekin .... Cecilia
Scott Kloes .... Cecilia's Son
Vicki Ross-Norris .... Cecilia's Nurse
Frankie Faison .... Professor Martin
Peter Klemens .... Bartender
Reverend Donald R. Wilson .... Reverend At Wedding
Ron Jaye .... Good Morning Columbus Host
Courtney Chase .... Lisa
Ryan Kelley .... Mo
Katie Cardille-Rogal .... Papergirl
Willard Scott .... Himself
Bernard Canepari .... Judith's Lawyer
Dorothy Silver .... Housekeeper
Rosa Gamarra-Thomson .... Cleaning Lady
Gerry Becker .... Dr. Minceberg
Nelle Stokes .... Recovery Room Nurse
Mary Marini .... O.R. Nurse
Robert Gardner .... Assisting Surgeon
Robert Dyga .... Profusionist
Jeff Howell .... Surgeon (as Jeffrey Howell)
John E. Blazier .... Baseball Spectator (uncredited)
William H. Macy .... Doctor (uncredited)
Eric Porvaznik .... Bartender (uncredited)
Keith Schrader .... Fan (uncredited)

Michael Holeczak has a most unusual roommate, his grandfather, Rocky. Now Rocky's a bit strange but loves Michael and only has his best interest. Michael would live with Rocky after his parents died. Michael would grow up go to school, become a doctor, Rocky would live alone abut when Rocky's about to be thrown out and placed in a retirement home, he refuses. Michael then takes him in. They would stay together even when Michael got married and had a family. And Rocky would always be there for Michael and Michael for him.

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