Lorene Cary: Young public high school student from a Philadelphia suburb who is given the opportunity to attend the exclusive St. Paul's School in Concord, New Hampshire. Lorene attends SPS to 'turn it inside out,' but is shocked to find that she instead conforms to the rules and traditions. She is the narrator of the story.

Lorene's Father: Calm and powerful man who instills feelings of security in those around him. He is an expert in judo, and spent several nights a week practicing it. He was a rather quiet man who was adored by women. He was a graduate of Lincoln University and was a teacher.

Lorene's Mother: She is a straightforward woman who intends to protect Lorene from forces such as peer pressure and racism. She championed her daughter's intellect and dignity. Lorene's mother was stricken with illness- 'female trouble' during Lorene's final year at St. Paul's.

Ricky Lockhart: He was Lorene's pen pal and eventual boyfriend whom she met at another prep school. He visited her at St. Paul's and she was forced to keep him in her room. He was the father of another child, and seduces Lorene without her consent.

Fumiko: She was a Japanese girl who loved to play basketball and arrived at SPS at the same time as Lorene. Although she could not speak English well, she was a normal teenager with similar needs. She stays with Lorene during the Christmas break.

Mr. Jeremy Price: He was a black teacher at St. Paul's who seemed too distant, intellectual and willing to conform. The Third World Coalition doesn't like Mr. Price because of his focus on academic studies as a way to get ahead, but Lorene respects the kindnesses that he does for all.

Mike Russell: He was a senior at St. Paul's while Lorene was applying to the school. He greatly impresses Lorene with his demeanor during the session at the Starr's house, which is perhaps the reason that Lorene decided to attend SPS.

Mr. Hawley: He was an administration official that resembled Kriss Kringle. Lorene is initially unsure of him, but eventually comes to respect him. He reassures her about her seemingly low grades.

Anthony Wade: Black student and friend of Lorene. He teased Lorene about her application of creative thought to all of her subjects- "Life is like a leaf." Thinking about Anthony reassured her. Lorene considers dating Anthony, but never does.

Janie Saunders: Wealthy white SPS student who lived in the most exclusive enclave of Simpson. She was an angry rebel against her white friends and wished to struggle against the system just as Lorene did. She directed the Simpson production of "Alice in Wonderland."

Mr. Oates: He was the Rector at St. Paul's. He helped Lorene while her mother was sick, arranging for her to have a weekend at home to visit.

Jimmy Hill: Extremely skinny black SPS student whom Lorene meets during her first day. He is later caught stealing cigarettes from a store and is reprimanded greatly- but not expelled.

Lee Bouton: She was a girl with a white mother and black father with whom Lorene ate lunch during her first SPS visit. She was the first black girl to graduate from St. Paul's.

Nana Hamilton: She was Lorene's maternal grandmother, who lived in a row house in West Philadelphia, but later left for Wilmington. She loved her family ferociously- like a lion.

Bernard Cash: He was the founder of the Third World Coalition and led the group to power. He was greatly respected, but Lorene learns later that Cash nevertheless felt loneliness at SPS.

Miss Virginia Deane: She was a female faculty member at SPS who talks with Lorene about her difficulty with calculus. She gives her a cold reality check, and tells her to 'fix her face.'

Mr. Shipman: He was Lorene's calculus teacher, a man who was known for being sexist to girls. He lets Lorene be tutored privately in calculus, but she nevertheless fails.

Jose Maldonado: He was a Hispanic student and Third World Coalition member. He was the unofficial leader of the Coalition.

Wally Talbot: He was the president of the Sixth Form during Lorene's Fifth Form year. He went to Princeton, and warned Lorene about attending there.

Ralph Starr: He was the judge who hosted the information session about St. Paul's. His son, Peter, attended St. Paul's.

Peter Starr: St. Paul's student whose father was the judge who hosted the information session. He was elected president of their class.

Tommy Painchaud: He received the Rector's Award along with Lorene during graduation, and helps to reassure her when she feels that her win as vice-president was dubious.

Reverend Ingersoll: He taught the religion class, which Lorene believed was a useless class. He made the students read Paul Tillich's book Dynamics of Faith.

Alma Howard: Lorene chose her to be her roommate during her Sixth Form year. Although the two were not good friends, Lorene respected that Alma did not hold grudges.

Karen and Ruthie: These were Lorene's two closest friends in high school. Lorene grows apart from Karen and Ruthie during her time at SPS, despite great effort.

Great-Grandfather: He was a weathered old man with eye problems who came from Barbados. He would tell Lorene scary stories.

Booker: He was a Vietnam veteran who worked as a cook at the Hearthglow DeVille. Although much older than Lorene, they go out once and he gets drunk.

The Dishwasher: He was an alcoholic former fighter who locks Lorene in the freezer and attempts to rape her. She gets him fired.

John Walker: He was the first black teacher at St. Paul's and its first black trustee, and the first black Bishop of the D.C. diocese of the Episcopal church. He died in October 1989.

Bruce Chan: Chinese-American student who asks Lorene to befriend Fumiko. He also begins a project with Lorene to tutor younger students in proper English.

India Bridgeman: She was a girl that Lorene met through Janie Saunders and developed a great respect for. She played a slave overseer in an SPS production, and the two bond over mayo.

Mrs. Burrows: She was the housekeeper at Scudder whom Lorene initially meets. She gives Lorene five dollars for graduation for treating her with kindness.

Sr. Fuster: He was the humorous Spanish teacher who would tell jokes to students in Spanish after the dinners. He would mime the jokes for those who didn't understand Spanish.

Ed Shockley: He was a black student that attended SPS. He feared that the white students would attack him in the woods because of his color.

Carole: She was Lorene's younger sister. While Carole misbehaved, Lorene hit her. This action defined Lorene as an adult rather than a child.

Mr. Dick: He was the admissions officer who gave Lorene the interview, and seemingly insults her intelligence and work ethic.

Annette Frazier: She was a black student that Lorene met on her first day. She was a third former that seemed much older than she really was.

Sr. Ordonez: He was a Spanish teacher who nearly caught Lorene and other students while they were smoking out in the woods. His lit match always revealed his presence.

Doug Ballard: He invited Lorene to a 'finals party' in which everybody gets high. He used peer pressure and Lorene's reputation as a hard worker to get her to attend.

Archibald Cox: He was an SPS alumnus involved in the Watergate hearings that Lorene and several students have lunch with. He tells Lorene that Nixon hated the Eastern establishment.

Mrs. Evans: She was the wife of the first black reporter for the Philadelphia Bulletin, and told Lorene about SPS.

Kaighn Smith: He was a trustee at SPS school. It was his wife who asked Mrs. Evans about black girls who might do well at SPS.

Mr. Lederer: He was an SPS teacher that spent his sabbatical teaching in North Philadelphia. Lorene taught a class under him during her final year.

Mr. Quirk: He was the college admissions advisor at St. Paul's. He advised Lorene to visit Stanford, but refused.

Cliff Gillespie: He was a teacher at St. Paul's while Lorene served as a faculty member. He ran his dormitory like a Marine.

Tyrone Albert: Public school football player. Lorene wonders why he wasn't chosen for SPS.

Pam Hudson: New fifth former who cursed liberally.

Mr. Buxton: Athletic English teacher whom Lorene developed a crush on.

Carmen: Hispanic girl who defended Mr. Price to the rest of the Third World Coalition.

Siboney: Friend of Lorene's featured in one of her old nightmares.

Grace: Chinese-American third former that moved in with Lorene.

Ruthie Belding: Girl who learned about Ricky's stay in Lorene's room.

Washington and Russell: Previous dates that Lorene had turned down for sex.

Mandy Butler: Petite girl who realizes that Lorene is high.

Horace: Man featured in one of Great-Grandfather's stories.

Izzy: Young girl featured in one of Great-Grandfather's stories.

Mr. Church: He was the teacher that led the crew team.

Kenny: SPS student who tells Lorene that the body only needed three hours of sleep.

Alma Jean: Black girl from Memphis whom Mr. Price teases.

Jerry: He was an Italian man who ran the diner where Lorene worked.

Elaine: She was a waitress at the diner; she warned Lorene to check all orders.

Aunt Emily: Part of Lorene's mother's clan.

Aunt Evelyn: Part of Lorene's mother's clan.

Miss Clinton: Tough black Spanish teacher who came to teach at SPS.

Vernon Jordan: President of the National Urban League who visited SPS.

Aunt Evie: Came to Lorene's graduation.

Dana: Lorene's cousin, who came to her graduation.

Mr. Tolliver: Toad. He lectures Lorene for being late to Chapel for graduation services.

Uncle: Friend of the family who fawns over Lorene for her graduation from St. Paul's.

Rev. Charles Clark: He became the new Rector of St. Paul's.

Priscilla Clark: Wife of the new Rector. She worked with him in the Philippines.

Mochi: Japanese student who translated a passage from Frederick Douglass into her language.

Wayne Gilreath: Former president of the Third World Coalition.