Nicolas Cage as Memphis Raines

Angelina Jolie as Sara 'Sway' Wayland

Giovanni Ribisi as Kip Raines

Robert Duvall as Otto Halliwell

Delroy Lindo as Det. Roland Castlebeck

Timothy Olyphant as Detective Drycoff

Chi McBride as Donny Astricky

Christopher Eccleston as Raymond Calitri

Will Patton as Atley Jackson

William Lee Scott as Toby

Scott Caan as Tumbler

James Duval as Freb

T.J. Cross as Mirror Man

Vinnie Jones as The Sphinx

Frances Fisher as Junie

Grace Zabriskie as Helen Raines

Michael Owen as Kid In Rice Burner

Jaime Bergman as Blonde In Drag Race

Holiday Hadley as Waitress

Harry Van Gorkum as Forge

Grace Una as Jenny

Jesse Corti as Cop (at Quality Café)

Stephen Shellen as Exotic Car Salesman

Alexandra Balahoutis as DMV Clerk

Rainbow Borden as Car Jacker #1

Vic Manni as Worker

Sanjay Pandya as Glass House Guy

Doria Anselmo as Glass House Girl

Lois Hall as Old Woman

Dean Rader Duval as Hype

C.J. Picerni as Go Cart Kid

Kevin Weisman as Intern 2

Anthony Boswell as Buddy

Billy Devlin as Detective Jurgens

Bodhi Elfman as Fuzzy Frizzel

Arye Gross as James Lakewood

Greg Collins as San Pedro Cop

Cosimo Fusco as Adjacent Mechanic

Eddie Mui as Billy Moony

Joseph Patrick Kelly as Snake G.R.A.B.

Scott Burkholder as Rent a Cop

Margaret Kontra Palmer as Televangelist Wife

Charlene Bloom as Swimming Girl

Kevin West as Intern 1

Billy 'Sly' Williams as Cop

Alex Walters as Fireman

Lombardo Boyar as Paramedic

Angela Tassoni as Accident Victim

Scott Rosenberg as Private Doctor

Steve Danton as G.R.A.B. Officer #2

Tyler Patton as Security Guard

Carmen Argenziano as Detective Mayhew

Dan Hildebrand as Saul

King Alexander as Bar Dude

Nick Meaney as Thug

Michael Peña as Ignacio

Juan Pina as Gang Banger #2

Tim DeZarn as Shotgun Guy

John Carroll Lynch as Impound Manager

Douglas Bennett as Wrecker Driver "Mel"

Robert Duvall as C.H.P.

Trevor Goddard as Don (uncredited)

Master P as Johnnie B