Geena Davis portrays Samantha Caine / Charly Baltimore, a schoolteacher with amnesia who discovers her true identity as a lethal former government assassin.
Samuel L. Jackson plays Mitch Henessey, a private detective who helps Samantha / Charly uncover her past.
Yvonne Zima appears as Caitlin Caine, Samantha's young daughter.
Craig Bierko portrays Timothy, a man connected to Samantha / Charly's past.
Tom Amandes plays Hal, Samantha's boyfriend.
Brian Cox appears as Dr. Nathan Waldman, a researcher involved in Samantha / Charly's transformation.
Patrick Malahide portrays Leland Perkins, a villainous figure from Samantha / Charly's past.
David Morse plays Luke / Daedalus, a mysterious man who holds key information about Samantha's past.
Joseph McKenna appears as One-Eyed Jack, part of the antagonistic forces Samantha / Charly must face.
Melina Kanakaredes plays Trin, a character involved in the intricate web of Samantha's past.
Dan Warry-Smith portrays Raymond, a minor character in the movie.
Kristen Bone appears as Girl #1 in a minor role.
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