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- Liam Neeson as Qui-Gon Jinn: A Jedi Master and mentor to Obi-Wan.
- Ewan McGregor as Obi-Wan Kenobi: Qui-Gon's young Jedi apprentice.
- Natalie Portman as Queen Padmé Amidala: The young queen of Naboo at 14 years of age
- Jake Lloyd as Anakin Skywalker
- Ian McDiarmid as Senator Palpatine / Darth Sidious
- Ahmed Best as Jar Jar Binks
- Pernilla August as Shmi Skywalker: Anakin's mother.
- Anthony Daniels voices C-3PO
- Kenny Baker as R2-D2
- Ray Park as Darth Maul
- Silas Carson as Nute Gunray
- Hugh Quarshie as Captain Panaka: a bodyguard of Queen Amidala
- Andy Secombe voices Watto: A junk dealer on Tatooine who owns Anakin and his mother as slaves.
- Lewis MacLeod voices Sebulba: An aggressive, scheming Podracer and rival of Anakin.
- Frank Oz voices Yoda:
- Samuel L. Jackson as Mace Windu: A member of the Jedi Council
- Brian Blessed voices Boss Nass: The leader of the Gungan tribe who allies with the Naboo
- Greg Proops and Scott Capurro voice Fode and Beed, the two headed announcer of the Boonta's Eve Race.
- Keira Knightley as Sabe: Queen Amidala's body double and decoy.