Patrick Stewart as Rafe Bentley

Vincent Kartheiser as Oswald 'Ozzie' Paxton

Brenda Fricker as Principal Claire Maloney

Bradley Whitford as Miles Lawrence

Matt Craven as Jake Paxton

Annabelle Gurwitch as Helen Randall Paxton

Jon Abrahams as Richard 'K-Dog'

Katie Stuart as Melissa Randall

Michael MacRae as Foster Deroy

Callum Keith Rennie as Ollie

Earl Pastko as Captain Jankel

Jason Schombing as Marvin

Michael David Simms as Colonel Duke

David-Paul Grove as Ferret

Akiko Morison as Janet

Teryl Rothery as Ms. Saunders

Vanessa Morley as Gabby

Douglas Arthurs as Happy Boy #1

Philip Granger as Happy Boy #3

Andrew Kavadas as Happy Boy #4

Lauro David Chartrand-DelValle as Happy Boy #5

Charles Andre as Happy Boy #6

Alan van Sprang as Happy Boy #7

Rob Smith as Happy Boy #13

Nino Caratozzolo as Happy Boy #18

Bruce Pinard as Happy Boy Guard

April Telek as Sexy Girl

Steve Makaj as SWAT Captain

Jay Brazeau as Eliot

Douglas Newell as Science Teacher

Frank Cassini as Cop

Pamela Martin as Reporter

Marrett Green as Reporter

Andrew Wheeler as Bank Officer

Michael Benyaer as Taxi Driver

Jim Byrnes as Larry Millard (uncredited)

Marny Eng as Player (uncredited)

Tony Parsons as News Anchor (uncredited)

Domenico Sansalone as Zachary Gates (uncredited)

Kimberly Unger as Flight Attendant (uncredited)