| Episode cast overview, first billed only: | |||
| Tina Fey | ... | Liz Lemon | |
| Tracy Morgan | ... | Tracy Jordan | |
| Jane Krakowski | ... | Jenna Maroney | |
| Jack McBrayer | ... | Kenneth Parcell | |
| Scott Adsit | ... | Pete Hornberger (credit only) | |
| Judah Friedlander | ... | Frank Rossitano (credit only) | |
| Alec Baldwin | ... | Jack Donaghy | |
| Katrina Bowden | ... | Cerie (credit only) | |
| Keith Powell | ... | Toofer (credit only) | |
| Maulik Pancholy | ... | Jonathan | |
| Michael Sheen | ... | Wesley | |
| James Rebhorn | ... | Dr. Kaplan | |
| Elizabeth Banks | ... | Avery Jessup | |
| Brian Williams | ... | Brian Williams | |
| Jack Welch | ... | Jack Welch | |
Jack's dreams come crashing down when Avery informs him that a cable company is rumored to buy out NBC. Meanwhile Liz tracks down the man of her dreams whom she met in her dentist's waiting room, while Jenna reluctantly assists Tracy in pursuing a Tony Award. Written by NBC Publicity