Gregory Smith as Holden Donovan

Caitlin Wachs as Katie Carmichael

Stephanie Sherrin as Charlotte Pratt

Nicole Richie as Kelly Stepford

Julie Bowen as Principal Weller

Rosanna Arquette as Abby Pratt

Elizabeth Perkins as Sondra Carmichael

Samantha Mathis as Jennifer Rose

George Wendt as Coach Thompson

Alex Anfanger as Lawrence Reitzer

Emy Coligado as Emily Chua

Crystal Celeste Grant as Walanda Jenkins

Malik Yoba as Will Drucker

Andrew Shaifer as Kip Stratton

Genevieve Padalecki as Ashley Harris

Adam Arkin as Ed Mumsford

Jeff Chase as Asst. Coach Fasso

Tim Griffin as Tony

Charles Shaughnessy as Sergeant Carmichael

Rosalie Ward as Monica Rose

W. Earl Brown as Boss McGinn

Marcella Lentz-Pope as Elizabeth Goings

Damien Luvara as Rick Garcia

Leila Leigh as Jane Jordan

Matthew Brent as Nat French

Antoinette Peragine as Tammy