Eminem
as Jimmy

Kim Basinger
as Stephanie

Mekhi Phifer
as Future

Brittany Murphy
as Alex

Evan Jones
as Cheddar Bob

Omar Benson Miller
as Sol George

De'Angelo Wilson
as DJ IZ

Eugene Byrd
as Wink

Taryn Manning
as Janeane

Larry Hudson
as Bouncer

Proof
as Lil'Tic

Mike Bell
as Shorty Mike

DJ Head
as Battle DJ

Michael Shannon
as Greg Buehl

Chloe Greenfield
as Lily

Mary Hannigan
as Mrs. Helgeland

Anthony Mackie
as Papa Doc

Strike
as Lyckety-Splyt

Nashawn 'Ox' Breedlove
as Lotto

Na'Keya Snoddy
as Papa Doc's Girl

Malik Barnhardt
as Moochie

Day Golfin
as Day

Allen Adams
as Omar

Hom
as First Parking Lot Rapper

Obie Trice
as Second Parking Lot Rapper

Njeri Earth
as Third Parking Lot Rapper

Jennifer Kitchen
as Willing Girl

Kyla Womack
as Alex's Friend

Melissa Zaglanikzny
as Christine

Rockey Black
as Rocky

Craig Chandler
as Paul

Paul Bates
as Manny

Miz-Korona
as Female Lunch Truck Rapper

Xzibit
as Male Lunch Truck Rapper

Abdul Salaam El Razzac
as Joe Lee Patton

Steven Monroe
as Plant Worker

John Smith Jr.
as Lobby Security Guard

Venicia Foreman
as WJLB Receptionist

Waverly W. Alford II
as Big O

Bushman
as WJLB Disc Jockey

Adam Brook
as Roy Darucher

Brandon T. Jackson
as Chin Tiki Club Goer (uncredited)