"A high school substitute English teacher resorts to murder to protect her murderous dark past while seducing a student who begins to suspect her true identity."
Amanda Donohoe
as Gayle Richards/Laura Ellington
Natasha Gregson Wagner
as Jenny
Mark Wahlberg
as Ryan Westerberg
Dalton James
as Josh Wyatt
Eugene Robert Glazer
as Ben Wyatt
Patricia Gage
as Principal Beatty
Shelley Owens
as Amy Cooper
Brigitta
as Margo
David Frankham
as Riggs
Christian Svensson
as David Korczuk
Cusse Mankuma
as Bernard
Molly Parker
as Courtney
Lossen Chambers
as Kim
D. Neil Mark
as Rusty
Martin Martinuzzi
as Doug Richards
Justine Priestley
as Claire Bilino
Fran Gebhard
as Female Teacher
Pat Bermel
as Frank
Gary Jones
as Elliott
Meredith Bain Woodward
as Fran
Sheila Paterson
as Mrs. Fisher
Deryl Hayes
as Medical Technician
Andrew Wheeler
as Doctor
Bobby Stewart
as Policeman
Douglas Newell
as Principal
Glen Mauro
as Twin #1
Gary Mauro
as Twin #2
Andrew Marley-Clarke
as Student
Martin Cummins
as Student (uncredited)
David S. Goyer
Writer
Barry Kemp
Set Decoration
Jori Woodman
Costume Design
Donna Bis
Hairstylist
Connie Parker
Makeup & Hair Assistant
Carolyn Stewart
Assistant Makeup Artist
Lisa Richardson
Unit Production Manager
Mel Swope
Executive In Charge Of Production
Richard Flower
First Assistant Director
Kenna Marshall-Pittman
Second Assistant Director
Kenneth H. Hawryliw
Property Master
Sean DeSalliers
Assistant Set Dresser
Frank Haddad
Head Greensman
Wayne McLaughlin
Mark Prior
On Set Dresser
Ray Taylor
Carpenter
Tony Lazarowich
Special Effects
David Paul Kirkpatrick
Executive Producer
Jacob Rupp
Stunt Coordinator
Louise Innes
Editor
Stephen Greenberg
Production Designer
Glen MacPherson
Director of Photography
Matthew O'Connor
Producer
Dan Shaner
Casting
Martin Donovan
Director
Gerald Gouriet
Original Music Composer