Eddie Murphy as Rayford Gibson

Martin Lawrence as Claude Banks

Obba Babatundé as Willie Long

Nick Cassavetes as Sergeant Dillard

Anthony Anderson as Cookie

Barry Shabaka Henley as Pokerface

Brent Jennings as Hoppin' Bob

Bernie Mac as Jangle Leg

Miguel A. Núñez Jr. as Biscuit

Michael Taliferro as Goldmouth

Guy Torry as Radio

Bokeem Woodbine as Can't Get Right

Ned Beatty as Dexter Wilkins

Lisa Nicole Carson as Sylvia

O'Neal Compton as Superintendant Abernathy

Noah Emmerich as Stan Blocker

Rick James as Spanky Johnson

Clarence Williams III as Winston Hancock

Heavy D as Jake

Bonz Malone as Leon

Ned Vaughn as Young Sheriff Pike

R. Lee Ermey as Older Sheriff Pike

Sanaa Lathan as Daisy

Allyson Call as Young Mae Rose

Poppy Montgomery as Older Mae Rose Abernathy

James D. Brubaker as Judge

Walter K. Jordan as Slim

Brooks Almy as Billy's Mama

Hal Havins as Billy

Hildy Brooks as Nurse Doherty

Kenn Whitaker as Isaac

Ernie Lee Banks as Bathroom Attendant

David Alexander as Doctor

Johnny Brown as Blind Reverend Clay

Armelia McQueen as Mrs. Clay

Todd Everett as Deputy at Mansion

Don Harvey as Man with Lantern

Venus DeMilo Thomas as Juke Joint Waitress

Zaid Farid as Shady Cardplayer

Keith Burke as Shady Cardplayer

Kenneth White as Deputy

Leonard O. Turner as Superintendant Burke

Augie Blunt as Man in Prison

Quantae Love as Trustee at Line

Sean Lampkin as Trustee at Line

James Emory Jr. as Goldmouth's Son

Bill Gratton as Fire Inspector

Reamy Hall as Mrs. Dillard

George Hartmann as Prison Guard

Zack Helvey as Captain Tom Burnette

Haskell V. Anderson III as Junkie (as Haskell Vaughn Anderson III)

Kimble Jemison as Gang Banger

Jordan Mahome as Gang Banger

William S. Taylor as Bagman (as William Taylor)

Jay Arlen Jones as Bagman

Oscar Jordan as Juke Joint Guitarist

Jordan Lund as Funeral Chaplain

Ronald Moss as Bouncer (as Ronald Lee Moss)

Betty Murphy as Mrs. Abernathy

Walter Powell as Waiter (as Walter Powell Jr.)

Christophe Prévost as Pilot (as Chris Prevost)

Dawn Robinson as Club Crooner

Steve Boyles as Mule Cart Driver

Sydney 'Big Dawg' Colston as Henchman (uncredited)