Cast
- Sam Brenner as James
- Ludlow Lamonsoff as Grasshopper
- Eddie Plant as Centipede
- Lady Lisa as Ladybug
- Lieutenant Colonel Violet Van Patten as Miss Spider
- Mickey Lamonsoff as Earthworm
- First Lady Jane Cooper as Glowworm
- Marsha (from Fanboy and Chum Chum) as Aunt Spiker
- Gramma Stuffun (from Codename: Kids Next Door) as Aunt Sponge
- President Will Cooper as Old Man
- Pac-Man as The Rhinoceros
- Donkey Kong as The Giant Shark