Richard Friedman	...	(Director)
Darrel Campbell, Gene Bicknell	...	(Writer)
Gene Bicknell	...	Witt Hampton
Petri Hawkins Byrd	...	Detective Meyers (as Petri Byrd)
Monty Cox	...	Deputy
Michele Dalcin	...	Sally Fortner
Dion DeRizzo	...	Skinny Hobo
D.J. DeRuy	...	George
Kellen DeRuy	...	Eugene
Eddie Driscoll	...	Bank Guard
John Enos III	...	Tommy (as John Enos)
Keith Hard	...	Pilot
Roger Hewlett	...	Carl
Rachel Hunter	...	Gloria
Patrick Labyorteaux	...	Cameron
Diane Ladd	...	Aunt Helen
Nicolette Little	...	Cassie

Summary: Convicted embezzler Witt Hampton escapes from prison and while hiding out in an isolated country barn is discovered by young Cassy and her brother Jack. After convincing them he's a friendly ghost that only they can see, the three new friends embark on one imaginative adventure after another until, inspired by their innocent spirits, Witt vows to redeem his crimes. But, a by-the-book sheriff-who has sworn to personally put Hampton back behind bars-is closing in, and Witt may never get the chance to finally set things right.