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Nate Gardner as James (live action)
Katsuma as James (anthropomorphic)
Ursula as aunt sponge
Madame Medusa as aunt spike
Geppetto as Old man
Manny as Grasshopper
Basil as centipede
Stella as ladybug
Marlene as Miss spider
Ted as earthworm
Dr. Fox as Glowworm
Monstro as rhinoceros
Bruce as Shark
Dr. Strangeglove as Skellington captain
Glumps as skellington pirates