Jon Foster as Art Bechstein

Peter Sarsgaard as Cleveland Arning

Sienna Miller as Jane Bellwether

Mena Suvari as Phlox Lombardi

Omid Abtahi as Mohammed

Nick Nolte as Joe Bechstein

Keith Michael Gregory as Keith

Ali Reed as Female Book Barn Employee

James A. Harper as Teen Book Barn Employee

Don Wadsworth as Class Instructor

Christian Hand as Punk Rock Bathroom Patron

Jarid Faubel as Mohawk Man (as Jarid C. Faubel)

Tim Hartman as Restaurant Manager

Shannon Williams as Lurch

Seth Adams as Feldman

Max Havrilla as Little Boy In Book Barn

Jocelyn Wrzosek as Townie

Patrick Jordan as Phlox’s New Boyfriend

Stephen Liska as Jimmy Breezy

Marc Macaulay as Lenny Burns

Jack Baun as Officer #1

Jeff Hochendoner as Officer #2

Tommy Lafitte as Precinct Officer

Joe Fishel as Party Guest (uncredited)

Jackson Nunn as Jail Inmate (uncredited)