"During the first day of his new school year, a fifth grade boy squares off against a bully and winds up accepting a dare that could change the balance of power within the class."
Luke Benward
as Billy
Hallie Eisenberg
as Erika
Adam Hicks
as Joe
Austin Rogers
as Adam
Alexander Gould
as Twitch
Ryan Malgarini
as Benjy
Philip Bolden
as Bradley
Clint Howard
as Uncle Ed
Ty Panitz
as Woody
James Rebhorn
as Boiler Head
Tom Cavanagh
as Dad
Kimberly Williams-Paisley
as Mom
Blake Garrett
as Plug
Andrew Gillingham
as Techno Mouth
Alexander Agate
as Donny
Andrea Martin
as Mrs. Bommley
David Bewley
as Rob Simon
Simone White
as Woody's Teacher
Nick Krause
as Nigel
Jo Ann Farabee
as Bait Shop Lady
Karen Wacker
as Rob Simon's Wife
Tom Brainard
as Security Guard
Tim Mateer
as Convenience Store Clerk
Benjamin Bryan
as Kid (voice)
Chloe Chung
as Mean Girl
Dan Eggleston
as Restaurant Patron
Glori Renee Euwer
as Waitress
Herman Whitney
as Falling Seaturtle
Ayla Judson
as Extra (uncredited)
Mark Johnson
Producer
Philip Steuer
Toby Emmerich
Executive Producer
Mark Mothersbaugh
Original Music Composer
Robert Mothersbaugh
Janice Hampton
Editor
Frederick Wardell
Stephanie Corsalini
Casting
Caty Maxey
Production Design
John Frick
Art Direction
Carla Curry
Set Decoration
Kathy Kiatta
Costume Design
Douglas Jones
Executive In Charge Of Production
Bob Dolman
Director
Screenplay
Richard Rutkowski
Director of Photography
Thomas Rockwell
Book
Cale Boyter
Co-Producer
K.C. Hodenfield
First Assistant Director
Jeremy Reeves
Set Dresser
Ethan Andrus
Sound Mixer
Ron Bedrosian
ADR Mixer
Everett Byrom III
Special Effects Coordinator
Greg Travis
Grip
Jesse Wolter
Sean Wright
Grip Production Assistant
Genndy Tartakovsky
Opening Title Sequence