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| Billy Bob Thornton | Dr. P |
| Jon Heder | Roger |
| Jacinda Barrett | Amanda |
| Michael Clarke Duncan | Lesher |
| Luis Guzmán | Sergeant Moorehead |
| Sarah Silverman | Becky |
| Horatio Sanz | Diego |
| Omar Dorsey | Lawrence |
| David Cross | Ian |
| Nicole Randall Johnson | Shanice |
| DeRay Davis | Bee Bee |
| Teddy Coluca | Benny |
| Joanne Baron | Lois |
| Ben Stiller | Lonnie |
| Todd Louiso | Eli |
In the hope of winning the gal of his dreams, a downtrodden meter-reader enrolls in a confidence-building class, and the course's title takes on much more meaning when he discovers that his professor loves the same woman.
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