
A freshman begins to notice that students at her new school are losing their individuality. She discovers that the faculty are operating on the students' brains to make them docile and productive.
Cast

Virginia Madsen
Andrea

Richard Cox
Philo

James Wilder
Barry

Sherilyn Fenn
Suzi

Paul Feig
Emerson

Scott Coffey
Felner
Paul Williams
Ignatius
Henry Sutton
Bell
Kay E. Kuter
Dean Eisner

Christopher Peters
Phillip

Clare Carey
Mary Beth
Christopher Crews
Biff
John Sack
Senator Felner

Susan Barnes
Mom
Abigail Hanness
Nurse
Arvid Holmberg
Doctor

Walter Addison
Chief Hillis
Dan Garrity
Officer 1
John Cook
Officer 2
Tom Sheppard
Prep 1
Phil Weinstock
Prep 2
Kent Snyder Jr.
Prep 3
Diana Lands
Mary Beth's Roommate
Brett Gathrid
Cashier
Alan Milligan
Student 1
Diana Darby
Student 2
Phil Tracy
Faculty Member
Sam Ginsberg
Faculty Member
Brass Adams
Faculty Member
Gilbert Purvis
Faculty Member
Kevin 'Kipper' Jones
Band "Tease"
Derrick Organ
Band "Tease"
Thomas Organ
Band "Tease"
Jay
Band "Tease"
Hugh Kelly
Radio Announcer (voice)
Lisa Smith
Mary Beth (voice)
Janet Caggliano
Barry's Mom (voice)
Dennis Nolette
Faculty (voice)
Buzz Hays
Faculty (voice)

Bob Ducsay
Faculty (voice)
Kirk Bodyfelt
Prep Student
Leslie Ann Bushka
Prep Student
Lisa Cach
Prep Student
Mark DeCew
Prep Student
Carey Gerwig
Prep Student
Michael Gretza
Prep Student
John Hrovat
Prep Student
Adam Litman
Prep Student
Kyle Markgraf
Prep Student
Sean Nevett
Prep Student
Will Plyer
Prep Student
Eric Stachowski
Prep Student
Dawn Thompson
Prep Student
Melissa Toy
Prep Student
Rick White
Prep Student
Stephanie Willis
Prep Student
Crew

Ron Link
Director
Aziz Ghazal
Writer, Producer, Second Unit Director
Elizabeth Passarelli
Writer
Tim Doyle
Writer
James Whitney
Editor
Shawn Hardin
Editor
Sharon Anton
Assistant Editor
Brian Coyne
Director of Photography
David Lux
Director of Photography

David B. Householter
First Assistant Director
Kip Konweiser
Second Assistant Director
K.C. Hodenfield
Second Assistant Director
Linda Buckel
Production Coordinator
Cassian Elwes
Executive Producer

Aron Warner
Production Supervisor

Brad Wyman
Production Supervisor
Steve DeSatnick
Production Supervisor

Marc Toberoff
Producer
Sebastian Serrell-Watts
Associate Producer
Matthew Kozinets
Production Designer
Frances Fleming
Post Production Coordinator

Eric DaRe
Casting
Kimba Hills
Casting
Rusty Gorman
Second Unit Director of Photography
Erica Houser
Assistant Art Director

Bob Ducsay
Sound Designer, Sound Effects Editor
Buzz Hays
Sound Designer, Sound Effects Editor
Daren Dochterman
Assistant Sound Editor
Matty Gray
Assistant Sound Editor
Paul V. Ferrazzi
Assistant Sound Editor
Janet Caggiano
Assistant Sound Editor
Paul McCudden
Assistant Sound Editor, Story Editor
Stanley Kastner
Sound Re-Recording Mixer
Scott Ganary
Sound Re-Recording Mixer
Greg Steele
Sound Re-Recording Mixer
John Oh
Sound Mixer
Jesse Semon
Foley Artist
Harry Zimmerman
Foley Artist
Jerome Vered
Foley Artist
Albert Garcia
ADR Editor
Scott Haas
Special Effects Coordinator
R. Christopher Biggs
Special Effects Makeup Artist
Marc Messenger
Special Effects Makeup Artist
Daniel May
Original Music Composer
Arabella Serrell
Set Decoration
Theresa Eubanks
Script Supervisor

Paul E. Short
Stunts
Solly Marx
Stunts
John Stewart
Stunts

Ben Derrick
Stunts
Harry Terzian
Stunt Coordinator
Gary Maynard
Stunt Double
Seth Front
Production Manager
Richard Scruggs
Production Manager
Hisham Abed
Art Direction
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