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| Woody Harrelson | Harry Barber |
| Elisabeth Shue | Mrs. Donnelly/Rhea Malroux |
| Gina Gershon | Nina |
| Rolf Hoppe | Felix Malroux |
| Michael Rapaport | Donnely |
| Chloë Sevigny | Odette |
| Tom Wright | John Renick |
Harry Barber is a good guy who tries to go bad but can't. Two years ago Harry was set up and went to prison for being honest. Recently released, bitter and disillusioned, the only thing keeping him in the town of Palmetto is his girlfriend, Nina . That is until he meets Rhea Malroux, who offers him a deal he finds hard to refuse.
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