* Michael Caine as Jack Dodds
* Bob Hoskins as Vince
* David Hemmings as Ray
* Tom Courtenay as Arthur
* Helen Mirren as Amy
* Brenda Blethyn as Amy's friend (uncredited)
* Ray Winstone as Lenny
* Ciarán Hinds as Frank
* Roger Lloyd-Pack as Dennis
* Emily Mortimer as Suzy
* Timothy Spall as Danny
* James D'Arcy as Young Lenny
* Christopher Eccleston as Young Arthur
The film is based on the novel of the same name by Graham Swift.