"Mysterious cowboy Ned Kincaid arrives at Shining Time Station and instantly builds a bond with Stacy Jones. A jealous Schemer resorts to his old devious ways in an attempt to win over her interest."
George Carlin
as Mr. Conductor
Didi Conn
as Stacy Jones
Tom Jackson
as Billy Twofeathers
Erica Luttrell
as Kara Cupper
Ari Magder
as Dan Jones
Danielle Marcot
as Becky
Brian O'Connor
as Schemer
Ed Begley Jr.
as Ned Kincaid
Jonathan Freeman
as Tito Swing (Voice)
Olga Felgemacher
as Didi the Drummer (Voice)
Craig Marin
as Rex / JJ Silvers (Voice)
Peter Baird
as Grace the Bass (Puppet)
Kenny Miele
Alan Semok
as Tex (Voice)
Jerome Dempsey
as The Mayor
Barbara Hamilton
as Ginny
Mart Hulswit
as J.B. King
Chantellese Kent
as Lilly
Bobo Lewis
as Midge Smoot
Susan Stackhouse
as Lilly's Mom
Britt Allcroft
Producer
Sean Kelly
Writer
Wayne Moss
Director
Brian McConnachie
Rick Siggelkow