John Malkovich as Lennie Small

Gary Sinise as George Milton

Ray Walston as Candy

Casey Siemaszko as Curley

Sherilyn Fenn as Curley's Wife

John Terry as Slim

Richard Riehle as Carlson

Alexis Arquette as Whitt

Joe Morton as Crooks

Noble Willingham as The Boss

Joe D'Angerio as Jack

Tuck Milligan as Mike

David Steen as Tom

Moira Sinise as Girl in Red Dress

Mark Boone Junior as Bus Driver