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- Paul Schneider as Paul
- Zooey Deschanel as Noel
- Shea Whigham as Tip
- Danny McBride as Bust-Ass
- Patricia Clarkson as Elvira
- Benjamin Mouton as Uncle Leland
- Maurice Compte as Bo
- Heather McComb as Mary-Margaret
- Matthew Chapman as Strong Bad
- James Marshall Case as Judge Harvey
- Karey Williams as Tammy Clinard