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| Joely Richardson | Jo Wilder |
| Timothy Hutton | David Wilder |
| Rainn Wilson | Larry White |
| Rhiannon Leigh Wryn | Emma |
| Chris O'Neil | Noah |
| Michael Clarke Duncan | Nathanial Broadman |
| Kathryn Hahn | Naomi |
| Kirsten Williamson | Sheila Broadman |
| Marc Musso | Harry Jones |
| Megan McKinnon | Wendy |
Siblings Emma and Noah discover a box full of strange items they believe are toys. As the children play with the objects, their parents and a teacher notice that their intelligence level is growing by leaps and bounds. Emma reveals that her favorite toy, a stuffed rabbit called Mimzy, talks to her and has an important message from the future.
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