• Billy O'Toole (voiced by Ashley Brown) is an Irish-Canadian boy and the main
protagonist of the show. He wears a red baseball cap with a "B" on it because he plays baseball. He dislikes taking baths because he thinks they are boring without his imagination. • Marcus Snarkis (voiced by
Tracey Moore) is an African-Canadian boy who is Billy's best friend and classmate. Marcus has a great knowledge of computers and carries around a mini-computer called a Megamind which helps him solve problems. He is Ruby's younger brother. • Ruby Snarkis (voiced by
Tracy Ryan) is Marcus's older sister. She is sometimes hot-headed, but still cares for her friends and Marcus. Her goal in life is to become an actress. • Lydia Lopez (voiced by
Terri Hawkes) is a Latin-Canadian girl and one of Billy's classmates. She is a redhead who wears braces. She is considered the smartest girl in her class, even by Earl's standards. Lydia is one of the brains of the main group, as her knowledge helps them escape Earl's traps. • The Phantom/Earl P. Sidebottom (voiced by Richard Binsley) is a boy genius who, in his past, got a bad grade in shop class and went to the boiler-room in shame. He builds a giant supercomputer which alters reality to get revenge. Most of Earl's schemes backfire mainly thanks to the kids and end with the computer being destroyed. • Raticus (voiced by
Ron Rubin) is the Phantom's pet rat and servant. Raticus is not very bright and is often treated badly by Earl due to his lack of intelligence. • Fred Spurtz (voiced by
Edward Glen) is the school pig. He likes eating bugs and fish. He is friends with the main group of characters, and occasionally helps them out with their adventures. • Mrs. Snodgrass (voiced by Lindsay Leese) is the children's teacher. She is very caring about the students in her class and always makes sure they follow her rules. • Buzz Mulligan (voiced by
Len Carlson) is an anthropomorphic rhinoceros, former pilot, and the principal of Flying Rhino Junior High. • Buford (voiced by
Paul Haddad) is an anthropomorphic pig and the janitor of Flying Rhino Junior High. • Johnny Descunk (voiced by Edward Glen) is a bully and a troubled classmate of the main group who sometimes gets sent to detention, and hangs out with the other kids. • Rod Hargrove (voiced by Ron Rubin) is Johnny's best friend. • Nurse Cutlip (voiced by Catherine Gallant in the first season,
Julie Lemieux in the second season) is Flying Rhino Junior High's school nurse. • Mr. Needlenose (voiced by Paul Haddad) is a
drama teacher and former shop teacher who gave Earl his failing grade. ==Episodes==