"[to Sam] Sweetheart, now that you're old enough, there's something I've always wanted to tell you and I think you're ready to hear it: you're not very pretty and you're not very bright. I'm so glad we had that talk."

"Spencer Breslin as Prince Jacques"

"Jonny Blu as himself"

"Stan Lee in a cameo appearance"

"Abigail Breslin as Carolina"

"Scott Marshall as Shades"

"Sean O'Bryan as Patrick O'Connell"

"Erik Bragg as Lionel"

"Cassie Rowell as Olivia"

"Anna A. White as Brigitta"

"Shea Curry as Brigitte"

"Matthew Walker as Captain Kip Kelly"

"Larry Miller as Paolo"

"Raven-Symoné as Princess Asana"

"Tom Poston as Lord Palimore"

"Kathleen Marshall as Charlotte Kutaway"

"Caroline Goodall as Helen Thermopolis"

"Callum Blue as Andrew Jacoby"

"Chris Pine as Nicholas Devereaux"

"Heather Matarazzo as Lilly Moscovitz"

"John Rhys-Davies as Viscount Mabrey"

"Hector Elizondo as Joe"

"Cloyce Morrow - Judy Miller"

"Max Perlich - Lester"

"Ami Dolenz - Fran"

"Gerardo Mejía - Ricky"

"Eric Bruskotter - Big John"

"Cort McCown - Quint"

"Devin DeVasquez - Iris"

"Dennis Dugan - David Miller"

"Darcy DeMoss - Patty"

"Sharon Farrell - Mrs. Mancini"

"Seth Green - Chuckie Miller"

"Tina Caspary - Barbara"

"Courtney Gains - Kenneth Wurman"

"Amanda Peterson - Cindy Mancini"

"Patrick Dempsey - Ronald Miller"

"Jock: Look - it's a nerd herd!"

"Kenneth: [to Ronald] You shit on my house!"

"Patty: [about Ronald] I mean, he went from totally geek, to totally chic!"

"Chuckie Miller: [about Ronald's card nights] Cards with the tards. Who could beat a night of cards, chips, dips and dorks?"

"[to Ronald] Popularity isn't perfect. I mean, it almost feels like a job sometimes. Do you remember that suede outfit? Yeah, well that was me trying to fit in. I have to work at it, so does everyone else."

"[at a party] You! Even Bobby thinks we went out. Great, huh? Ha! All of you thought we were a couple. What a joke!... Ronald Miller paid me 1,000 bucks to pretend I liked him. What a deal, huh? $1,000 to go out with him for a month. This guy. Oh, God. He bought me. And he bought all of you. He was sick and tired of being a nobody. Yeah, and he said that all of you guys would worship him if we went out. And I didn't believe that. I was, like, no way! And he was right! No, leave me alone. He was right. Our little plan worked, didn't it, Ronald? The dance. That stupid dance! What a bunch of followers you guys are. I mean, at least I got... At least I got paid."

"[to Ronald] Iris? Oh yeah, she's a big conquest. She's given more rides than Greyhound!"

"Guys, take a look at my forehead... do you see a sign that says information?"