- Cherilyn "Cher" Horowitz as Lanolin
- Dionne Davenport as Cloe
- Tai Frasier as Arlene
- Josh Lucas as Orson
- Melvin "Mel" Horowitz as Bo
- Amber Mariens as Lenore
- Christian Stovitz as Garfield
- Ms. Geist as Lady the Traction Engine
- Coach Millie Stoeger as Jon Arbuckle
- Murray Duvall as Liz Wilson
- Travis Birkenstock as Odie
- Elton Tiscia as Newton
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