Annabella Sciorra .... Claire Bartel
Rebecca De Mornay .... Peyton Flanders/Mrs. Mott
Matt McCoy .... Michael Bartel
Ernie Hudson .... Solomon
Julianne Moore .... Marlene 'Marl' Craven
Madeline Zima .... Emma Bartel
John de Lancie .... Victor Mott, OBGYN
Kevin Skousen .... Marty Craven
Mitchell Laurance .... Lawyer
Justin Zaremby .... Roth (the Schoolyard Bully)
Eric Melander .... Joey 'Joe' Bartel (Baby Joe)
Jennifer Melander .... Joey 'Joe' Bartel (Baby Joe)
Ashley Melander .... Joey 'Joe' Bartel (Baby Joe)
Cliff Lenz .... Seattle Today Host
Penny LeGate .... Seattle Today Host
Mary Anne Owen .... Maria (Dr. Mott's Nurse)
Therese Tinling .... Receptionist (as Therese Xavier Tinling)
Todd Jamieson .... Surgeon
Laura Ferri .... Emergency Room Nurse
Dee Dee Van Zyl .... Emergency Room Nurse
Cristine McMurdo-Wallis .... Peyton's Nurse
Sara Jennifer Sharp .... Peyton's Nurse
Susan Chin .... Newscaster
Kimberly Hill .... Newscaster
Jane Jones .... Woman in Park
Ericka Matson .... Child in Schoolyard
Robert James .... Child in Schoolyard
Aimee Kanemori .... Child in Schoolyard
Elane Micklesen .... Child in Schoolyard
Brian Finney .... Stan (the Botanical Gardens Worker)
Stephen West .... Federal Express Clerk
David Scully .... Gilbert (the Male Lab Worker)
Julie Clemmons .... Female Lab Worker
Joseph Franklin .... Joe (the Man at the Cleaners)
Tom Francis .... Marlene's Assistant
Jeff Conkel .... Paramedic
Patrick Ryals .... Al (the Policeman)
Charles Lucia .... Bruce Silverman (the Realtor) (as Chip Lucia)

A gynecologist committs suicide when he is accused for having sexually molested 5 of his patients, and his wife loses her unborn baby as a result of stress. She then takes on another name and applies to the nanny position that the first woman to make the accusation has announced. She gets the job and she's up for revenge in her sly ways.

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