Michael Paré as Michael Turner

Ja Rule as Terrence Dufresne

Jenny McShane as Dr. Ashley Carter

Danny Trejo as Fury

Tom Sizemore as Frank Miller

Kelly Stables as Karen Bolding

Paul Wall as Joey Robbins

Cowboy Troy as Officer Troy

Taylor Kinney as Bill Jamison

Richard Cowl as Simon Furst

Victoria Hester as Lucille White

Muffy Bolding as Polly Bond

Clay Steakley as Scags

Andy Stahl as Warden Patt (as Andrew Stahl)

Frank Knapp Jr. as Warden Ephrem White (as Frank Knapp)

Todd Truley as Officer Murphy

Lindsey Repp as Rita Robbins

Christopher Strand as Captain Adams

D.J. Naylor as DJ (as David Jordan Naylor)

Dominic L. Santana as Donner (as Dominic Santana)

Muffy Bolding as Polly

Johnnie Oberg as Officer DiSalvo

Wes Murphy as Young Simon Furst

L. Michele Hester as Samantha (as Michele Hester)

Mark Wilson as Security Guard

Cam Chaney as Guard (uncredited)

Spencer Gray as Inmate (uncredited)

Steve Hudgins as Prisoner (uncredited)

Don Langley as Prisoner (uncredited)

Anthony David Lawson as Additional Voices (voice) (uncredited)

Gower Mills as Guard (uncredited)

Steve Sandfort as Guard (uncredited)

Jerry L. Wallace as Prisoner (uncredited)