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| Omar Epps | Mike |
| Taye Diggs | Roland |
| Richard T. Jones | Slim |
| Sean Nelson | Young Mike |
| Trent J. Cameron | Young Roland |
| Duane Finley | Young Slim |
| Malinda Williams | Young Alicia |
| De'aundre Bonds | Stacey |
| Cynthia Martells | Mike's Mother |
| Sanaa Lathan | Alicia |
| LisaRaye | Lisa |
| Tamala Jones | Tanya |
| Elayn Taylor | Roland's Mother |
| Wyking Jones | Cashier in Mini Mart |
| Jascha Washington | Mike's Brother |
| Aiysha Sinclair | Tracey |
| Melvin Lyons | Gang member |
| Samuel Hiona | Cashier in mini-mart 1986 |
| Antwon Tanner | Boo |
| John Wesley | Police Officer |
| Oscar Dillon | Police Officer |
| Tia Gainer | Girl at Dance |
| Howard Thompson | D.J. at Dance |
| Douglas Shamburger | D.J. on Radio |
| Brandi Wilson | Girl at Dance |
| Christina Milian | Girl at Dance |
| Dawnn Lewis | Woman in Cleaners |
| Crystal Grant | Girl with Slim |
| La'Myia Good | Monica |
Three old friends -- Mike, Roland and Slim -- recount memories of their shared childhood in Inglewood, Calif., as they prepare for Roland's wedding to his fiancée, Lisa . When the groom goes missing without a word, Mike and Slim struggle to find their nervous friend and return him to his impatient bride before the wedding begins. Along the way, they continue to swap stories about lessons learned during their awkward teenage years.
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