- Susan Sarandon as Louise Sawyer
- Geena Davis as Thelma Dickinson
- Harvey Keitel as Det. Hal Slocumb
- Michael Madsen as Jimmy Lennox
- Christopher McDonald as Darryl Dickinson
- Stephen Tobolowsky as FBI Agent Max
- Brad Pitt as J.D.
- Timothy Carhart as Harlan Puckett
- Lucinda Jenney as Lena, The Waitress
- Jason Beghe as State Trooper
- Marco St. John as Truck Driver
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