A CIA agent goes undercover in a bar owned by J.K. Orthos, and falls in love with a dancer, who aids him into finding out secrets about him, and he is aided by 3 newcomers, Nikki, Lewis and Bruan and they helped him spy on Trip Lousiana.
- Gordon Ferris (James Franco) - a CIA agent who goes undercover as a bartender to spy on Trip Lousiana, in the end, owns the club that Trip once owned!
- Veronica Branch (Megan Fox) - a strip dancer who falls in love with Gordon Ferris, and helps him on secrets about Trip Lousiana, in the end, goes on a date with Ferris!
- Nikki R. Gaga (Anthony Anderson) - one of the 3 newcomers who helps Gordon Ferris, in the end, becomes the Club's DJ!
- Lewis Nicholson (David Cross) - one of the 3 newcomers who helps Gordon Ferris, in the end, Becomes the new bartender!
- Bruan Lee (B.D. Wong) - one of the 3 newcomers who helps Gordon Ferris, in the end, gets killed by Trip!
- Trip Lousiana (Robert Moloney) - the main antagonist, and was spied on by Gordon Ferris, he is unaware of his tactics, and had fired millions of guys, his secret being found by Gordon Ferris, Veronica, Nikki, Lewis and Bruan is on him, it is revealed that He is a drug dealer and that he is one with Al Quaida, in the end, gets shot by Calvin, and falls into the motor of the Hoover Dam canal!
- Al Quaida (Matthew Wood) - he was one with Trip Louisiana, for drugs, in the end, gets arrested by Calvin!
- Hauser (Wayne Knight) - one of Trip's men being fired and killed
- Calvin Johnson (Nicholas Cage) - the head of the CIA, in the end, gets a promotion!