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| Tom Noonan | Frank Donovan |
| David James Hayward | Jordan McKyle |
| David Williams | Nigel |
| Christine Meyers | Rachel |
| Norm Golden | Leonard |
| Gary Lamadore | Dr. Phillips |
| Rick Spates | Dr. Landis |
Despite his near-photographic memory, Jordan is failing college, so he decides to steal the ideas of professor Donovan, a brilliant thinker turned recluse. In the process of investigating Donovan and his current whereabouts, Jordan and fellow student Nigel uncover the academic's curious past, which included helping to design weapons for the government. Meanwhile, the professor must confront his own prior deeds after his work is pilfered.
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