- Dave Chappelle as Spongebob
- Kayne West as Patrick
- The Roots as Troublesome Trucks
- Mos Def as Captain Blue SquarePants
- Talib Kweli as Squidward
- Jill Scott as Sandy Cheeks
- Erykah Badu as Pearl Krabs
- Common as Larry the Lobster
- Big Daddy Kane as Johnny Erain
- Dead Prez as MermaidMan and BarnacleBoy
- John Legend as Mr. Krabs
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