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- Helen Mirren as Mrs. Eve Tingle
- Katie Holmes as Leigh Ann Watson
- Jeffrey Tambor as Coach Richard 'Spanky' Wenchell
- Barry Watson as Luke Churner
- Marisa Coughlan as Jo Lynn Jordan
- Liz Stauber as Trudie Tucker
- Michael McKean as Principal Potter
- Lesley Ann Warren as Mrs Faye Watson
- Molly Ringwald as Miss Banks
- Vivica A. Fox as Miss Gold
- John Patrick White as Brian Berry
- Robert Gant as Professor