Steve Carell as Maxwell Smart

Anne Hathaway as Agent 99

Dwayne Johnson as Agent 23

Alan Arkin as The Chief

Terence Stamp as Siegfried

James Caan as The President

Bill Murray as Agent 13

Patrick Warburton as Hymie

Terry Crews as Agent 91

David Koechner as Larabee

Masi Oka as Bruce

Nate Torrence as Lloyd

Ken Davitian as Shtarker

David S. Lee as Ladislas Krstic

Dalip Singh as Dalip

Geoff Pierson as Vice President

Kelly Karbacz as Judy

Arthur Darbinyan as Russian Bad Guy

Bill Romanowski as Air Marshall

Mark Ivanir as Russian Guy in Bathroom

Lindsay Hollister as Max's Dance Partner

Dimitri Diatchenko as Russian Underling

Richard V. Licata as Russian Leader

Greg Joung Paik as North Korean General

Joey Yu as North Korean Soldier

Mike Akrawi as Arab Man

John Abiskaron as Arab Man

Kerry Lai Fatt as Tour Guide

David A. Parker as Agent 50

Bonnie Hellman as Karen

John Farley as Agent 38

Jonathan Loughran as Orange Team Guy

Felisha Terrell as CONTROL Assistant

Jeff Tanner as CONTROL Assistant

Jasper Pendergrass as Budweiser Delivery Guy

Carl Crevier as Restaurant Agent

David Schaap as Restaurant Agent

Peter Weireter as Airline Passenger

Thomas Garner as Airline Passenger

Danielle Bisutti as Airline Passenger

Jessica Barth as Flight Attendant

David Fabrizio as Pilot

John Eddins as Co-Pilot

Alex Kudrytsky as Russian Farmhand

Tatyana Kaboulova as Pretty Woman at Party

Moshana Halbert as Pretty Woman at Party

Sergei Priselkov as Russian Farmer

Jane Gilchrist as Bakery Assistant

Todd Sherry as KAOS Office Worker

David Aranovich as Russian Son

Ivy Bethune as Russian Mother

Larry Miller as CIA Agent

Kevin Nealon as CIA Agent

Blake Clark as General

Cedric Yarbrough as Tate

James Moses Black as CONTROL Prison Guard

Bernie Kopell as Opel Driver

Michael P. Catanzarite as Secret Service Agent

Tim DeKay as Secret Service Agent

Jerry Sherman as Conductor

Matthew Glave as Secret Service Agent Driver

Brad Grunberg as Golfer

Leonard B. Stern as Cesna Pilot

Sean Segal as Kid in Minivan

Stephen Dunham as Secret Service Commander

Jennifer De Minco as Agent

Karri Turner as Mom in Minivan

Ryan Seacrest as Ryan Seacrest (voice)

William Charlton as German Spy #1 (uncredited)

Nadia David as Hotel Maid (uncredited)

Aurelius DiBarsanti as North Korean Soldier (uncredited)

Fred Fein as Golfer (uncredited)

Mo Gallini as Drug Lord (uncredited)

Sam Hale as Russian Hacker (uncredited)

Butch Klein as Commuter (uncredited)

Sophia Lansky as Guest (uncredited)

Joshua Leary as CONTROL Agent (uncredited)

Phoebe Price as Window Shopper (uncredited)

Nicholas Rich as Russian Guard with Dog (uncredited)

Shant Sarkissian as SWAT Agent (uncredited)

Julian Scott Urena as Drug Lord (uncredited)

Gunter Ziegler as Russian Agent (uncredited)

Vinicius Zorin-Machado as Valet #2 (uncredited)