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| George Clooney | Jack Foley |
| Jennifer Lopez | Karen Sisco |
| Ving Rhames | Buddy Bragg |
| Don Cheadle | Maurice 'Snoopy' Miller |
| Dennis Farina | Marshall Sisco |
| Albert Brooks | Richard Ripley |
| Steve Zahn | Glenn Michaels |
| Luis Guzman | Chino |
| Catherine Keener | Adele |
| Isaiah Washington | Kenneth |
| Keith Loneker | White Boy Bob |
| Nancy Allen | Midge |
| Michael Keaton | Ray Nicolette (uncredited) |
| Samuel L. Jackson | Hejira Henry (uncredited) |
Meet Jack Foley, the most successful bank robber in the country. On the day he busts out of jail, he finds himself stealing something far more precious than money ... Karen Sisco's heart. She's smart. She's sexy, and unfortunately for Jack, she's a Federal Marshal. Now, they're willing to risk it all to find out if there's more between them than just the law.
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