Sylvester Stallone as Jack Carter

Miranda Richardson as Gloria Carter

Rachael Leigh Cook as Doreen Carter

Alan Cumming as Jeremy Kinnear

Mickey Rourke as Cyrus Paice

John C. McGinley as Con McCarty

Michael Caine as Cliff Brumby

Rhona Mitra as Geraldine

Johnny Strong as Eddie

Mark Boone Junior as Jim Davis

John Cassini as Thorpey

Garwin Sanford as Les Fletcher

Darryl Scheelar as Security Guard

Yan-Kay Crystal Lowe as Girl #1

Lauren Lee Smith as Girl #2

Tyler Labine as Bud #1

Mike Cook as Richard Carter

Morgan Brayton as Waitress

Yves Cameron as Peter

Alexander Pervakov as Jimmy

Chris Duggan as Bouncer

Michael Rumain as Big Mike

Rob Lee as Simkins

Nathaniel DeVeaux as Vorhees

Gretchen Mol as Audrey

Tom Sizemore as Les Fletcher (voice)

Frank Stallone Jr. as Man at Funeral

Stephen Kay as Man at Party (uncredited)

Billie Perkins as Party Girl (uncredited)

John Moore as Priest