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- Shia LaBeouf as Kelly Ernswiler
- Elden Henson as Bart Bowland
- Amy Smart as Tabitha "Tabby" Bowland
- Shiri Appleby as Sarah
- Kathleen Quinlan as Eve Ernswiler
- William Sadler as Abraham "Abe" Ernswiler
- Ray Wise as Harrison Bowland
- Billy Kay as Lance Norway
- Michael McShane as Mr. Norway
- Anson Mount as Miner Weber
- Hattie Wilson as Principal Holmstead