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.
| Actor | Role |
|---|---|
 Virginia MadsenAndrea | Andrea |
 Richard CoxPhilo | Philo |
 James WilderBarry | Barry |
 Sherilyn FennSuzi | Suzi |
 Paul FeigEmerson | Emerson |
 Scott CoffeyFelner | Felner |
| PPaul WilliamsIgnatius | Ignatius |
| HHenry SuttonBell | Bell |
 Kay E. KuterDean Eisner | Dean Eisner |
 Christopher PetersPhillip | Phillip |
 Clare CareyMary Beth | Mary Beth |
| CChristopher CrewsBiff | Biff |
| JJohn SackSenator Felner | Senator Felner |
 Susan BarnesMom | Mom |
| AAbigail HannessNurse | Nurse |
| AArvid HolmbergDoctor | Doctor |
| WWalter AddisonChief Hillis | Chief Hillis |
| DDan GarrityOfficer 1 | Officer 1 |
| JJohn CookOfficer 2 | Officer 2 |
| TTom SheppardPrep 1 | Prep 1 |
| PPhil WeinstockPrep 2 | Prep 2 |
| KKent Snyder Jr.Prep 3 | Prep 3 |
| DDiana LandsMary Beth's Roommate | Mary Beth's Roommate |
| BBrett GathridCashier | Cashier |
| AAlan MilliganStudent 1 | Student 1 |
| DDiana DarbyStudent 2 | Student 2 |
| PPhil TracyFaculty Member | Faculty Member |
| SSam GinsbergFaculty Member | Faculty Member |
| BBrass AdamsFaculty Member | Faculty Member |
| GGilbert PurvisFaculty Member | Faculty Member |