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- Tommy Lee Jones as Agent K
- Will Smith as Agent J
- Lara Flynn Boyle as Serleena
- Rip Torn as Chief Zed
- Johnny Knoxville as Scrad and Charlie
- Rosario Dawson as Laura Vasquez
- Tony Shalhoub as Jack Jeebs
- Patrick Warburton as Agent T
- Jack Kehler as Ben
- David Cross as Newton
- Colombe Jacobsen as Hailey
- Michael Jackson as Agent M
- Tim Blaney as Frank the Pug