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- Ben Affleck as Rudy Duncan
- Gary Sinise as Gabriel Mercer
- Charlize Theron as Millie Bobeck
- Donal Logue as Pug
- Danny Trejo as Jumpy
- Clarence Williams III as Merlin
- James Frain as Nick Cassidy
- Dennis Farina as Jack Bangs
- Dana Stubblefield as The Alamo
- Isaac Hayes as Zook
- Ashton Kutcher as College Kid
- Ron Jeremy as Prisoner #1
- Jimmy Herman as Bartender