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- James Marsden as Steve Clark
- Katie Holmes as Rachel Wagner
- Nick Stahl as Gavin Strick
- Bruce Greenwood as Dr. Edgar Caldicott
- William Sadler as Dorian Newberry
- Steve Railsback as Officer Cox
- Chad E. Donella as U.V.
- Tobias Mehler as Andy Effkin
- Katharine Isabelle as Lindsay Clark
- Ethan Embry as Allen Clark
- Terry David Mulligan as Nathan Clark
- Susan Hogan as Cynthia Clark
- Peter LaCroix as Dan Strick
- Lynda Boyd as Lucille Strick
- Jay Brazeau as Principal Weathers
- A.J. Buckley as Charles "Chug" Roman
- Derek Hamilton as Trent Whalen
- David Paetkau as Tom Cox
- Daniella Evangelista as Daniella
- Julie Patzwald as Betty Caldicott