<P> Joe, Willie, and Albert disguise themselves as "The Rat Pack" (Frank Sinatra, Dean Martin, and Sammy Davis, Jr .) and use guns with blanks so that no one gets hurt . The robbery almost goes awry when Willie collapses briefly and a child witness partially pulls off his mask to allow him to breathe better; she sees the wrist watch he wears with a picture of his granddaughter on it as he engages in a friendly conversation and sympathizes with her, so as not to let her feel intimidated about the robbery in progress and when the bank manager clumsily tries to fire shots at them; however, the three manage to get away with over 2.3 million dollars . They are soon arrested on suspicion by FBI Agent Hamer after the manager from the grocery store recognizes Al's walk from the video surveillance cameras, but they all stick to their alibis . </P> <P> Hamer puts them along with other senior suspects into a police lineup, using the child witness who partially took off Willie's mask . She refuses to identify Willie, leaving Hamer with no case . Willie suffers total renal failure and is near death until Al agrees to donate a kidney . While part of the money is used to help the three friends with their financial situations, the rest is given to their families, friends, co-workers, and fellow members at the lodge . Joe finally gets his granddaughter a puppy he promised her if she got A's in every subject at school; courtesy of Jesus, who is later revealed to be the leader of the robbers from the robbery Joe witnessed and has laundered the money that they stole . The tattoo on his neck is also revealed to be a fake made of Henna, intended to throw the FBI and the police off the scent . The movie ends at Al and Annie's wedding as the three friends celebrate their good fortune . </P> <Ul> <Li> Morgan Freeman as Willie Davis, one of the three protagonists . </Li> <Li> Michael Caine as Joe Harding, one of the three protagonists . </Li> <Li> Alan Arkin as Albert Garner, one of the three protagonists . </Li> <Li> Joey King as Brooklyn, Joe's whip - smart granddaughter . </Li> <Li> Maria Dizzia as Rachel Harding, Joe's daughter . </Li> <Li> Ashley Aufderheide as Kanika, Willie's granddaughter . </Li> <Li> Gillian Glasco as Maya Davis, Willie's daughter . </Li> <Li> Matt Dillon as Special Agent Hamer, an FBI agent who investigates bank robberies . </Li> <Li> Ann - Margret as Annie Santori, Albert's love interest, Ezra's grandmother, and an employee at Value Town . </Li> <Li> Jeremy Schinder as Ezra Bronkowski, Annie's grandson . </Li> <Li> Anthony Chisholm as Paul, the Knights Grandmaster . </Li> <Li> Christopher Lloyd as Milton Kupchak, the guys' senile lodge buddy . </Li> <Li> Annabelle Chow as Lucy, the child witness . </Li> <Li> Nancy Sun as Mandy, Lucy's mother . </Li> <Li> Kenan Thompson as Keith Schonfield, a grocery store manager of Value Town . </Li> <Li> Josh Pais as Chuck Lofton, the bank manager of Williamsburg Savings Bank who intends to take Joe's house in a month . </Li> <Li> Siobhan Fallon Hogan as Mitzi, a waitress at Nat's Diner . </Li> <Li> John Ortiz as Jesus Garcia, a man of unspecified credentials who agrees to show the guys the ropes, a pet store owner in Queens, and the leader of robbers at the beginning of the film . </Li> <Li> Peter Serafinowicz as Murphy, Joe's former son - in - law, Rachel's former husband, and Brooklyn's estranged father . </Li> </Ul> <Li> Morgan Freeman as Willie Davis, one of the three protagonists . </Li>

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