- Woody Harrelson as Mickey Knox
- Juliette Lewis as Mallory Wilson Knox
- Robert Downey Jr. as Wayne Gale
- Tom Sizemore as Detective Jack Scagnetti
- Tommy Lee Jones as Warden Dwight McClusky
- Rodney Dangerfield as Ed Wilson
- Edie McClurg as Mrs. Wilson
- Sean Stone as Kevin Wilson
- Russell Means as Old Indian Man
- Lanny Flaherty as Earl
- Evan Handler as David
- Balthazar Getty as Gas station attendant
- Richard Lineback as Sonny
- Kirk Baltz as Roger
- Steven Wright as Dr. Emil Reingold
- Pruitt Taylor Vince as Deputy Warden Kavanaugh
- Joe Grifasi as Deputy Sheriff Duncan Homolka
- Everett Quinton as Deputy Wurlitzer
- Marshall Bell as Deputy
- Peter Crombie as Intense cop
- Grand L. Bush as Prison inmate
- Louis Lombardi as Deputy "Sparky"
- Dale Dye as Dale Wrigley
- Corey Everson as Mallory Knox in TV reconstruction
- O-Lan Jones as Mabel
- Jared Harris as London Boy
- James Gammon (uncredited) as Redneck buddy
- Mark Harmon (uncredited) as Mickey Knox in TV reconstruction
- Adrien Brody and David Pasquesi (uncredited) as Gale's cameramen
- Arliss Howard (uncredited) as Owen Traft, Mickey and Mallory's guardian angel / the demon
Director's cut
- Ashley Judd as Grace Mulberry
- Rachel Ticotin as Prosecutor Wanda Bisbing
- Peter and David Paul as Simon and Norman Hun
- Denis Leary and Bret Hart as prison inmates
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