She's All That

***She's All That*** is a 1999 American teen romantic comedy movie directed by Robert Iscove. It stars Freddie Prinze Jr., Rachael Leigh Cook, Paul Walker, and Matthew Lillard. The story is a modern retelling of George Bernard Shaw's play _Pygmalion_ and George Cukor's 1964 movie _My Fair Lady_. It was one of the most popular teen movies of the late 1990s and reached No. 1 at the box office in its first week of release. On August 27, 2021, a remake titled _He's All That_, was released by Netflix.

## Plot

Zack Siler (Freddie Prinze Jr.) is one of the most popular people at his Southern California highschool. His girlfriend Taylor Vaughan (Jodi Lyn O'Keefe), who is also very popular, breaks up with him so she can instead be with Brock Hudson (Matthew Lillard), who is famous after being on a reality television show. Zack is sad but tells himself, he could make any girl in the school popular by making her his girlfriend. Zack's friend, Dean Sampson, Jr. (Paul Walker), does not believe him and makes Zack bet that he can turn any random girl into the Prom Queen within six weeks. Dean chooses Laney Boggs (Rachael Leigh Cook), an unpopular art student, who prefers to spend time by herself.

Zack tries to make friends with Laney, but she ignores him and walks away. Zack's sister Mac (Anna Paquin) tells him to try again, but to learn what Laney is interested in and cares about. Zack goes to the restaurant where Laney works, and with the help of Laney's friend, Jesse Jackson (Elden Henson) gets her to give him a chance. Laney takes him to a small theater where she will be performing in a drama show. To embarrass him, Laney has Zack called on stage to perform. Zack manages to make up a performance, telling a story while kicking a Hacky Sack which he happens to carry in his pocket. Laney is impressed, but rejects him again after he tries to charm her.

Zack makes friends with her brother, Simon (Kieran Culkin), to be close to her. To get Zack to stop Laney agrees to go to the beach with him once. Dean and the other popular students also show up at the beach, and Laney gets a chance to know them better. After, Preston (Dulé Hill) invites them to a party at his house that night. Laney pretends to be busy but Zack persuades her go, and gets his sister to give Laney a makeover, changing her look and showing her true beauty. At the party Taylor is embarrassed by Brock and jealous of Laney, and says mean things to Laney until she runs away and cries. Zack talks to Laney, telling her that by opening up to people there will be some bad with the good.

Newly popular, Laney is surprised to be nominated for Prom Queen. Taylor has also been nominated. Zack and Laney begin to fall in love for real. Taylor is upset when her new boyfriend Brock breaks up with her, as he is leaving to be on another television show. Dean begins to show an interest in Laney, to annoy Zack and make it more difficult for Zack to win the bet. Dean tries to invite Laney to prom, but she says no. After arguing with Zack, Dean tells Laney about the bet. She makes Zack admit that it was a bet in front of the other students. Angry and upset, Laney refuses to see Zack again.

Laney will not talk with Zack so he takes his sister to the prom. Taylor arrives alone, and thinks Zack will be her boyfriend again. Laney does not want to go to prom but her father Wayne (Kevin Pollak) encourages her to go after Dean shows up at her house in a tuxedo and again invites to be his prom date.

At the prom the school's DJ (Usher Raymond), organizes a big dance. Mac meets Jesse and they become friends. In the bathroom Dean boasts that he has booked a hotel room and will take Laney there to have sex. Jesse overhears, and tries to tell Mac and they also warn Zack. Zack is voted prom king, and Taylor wins Prom Queen with 56% the votes. Even though the results were close, Laney is not upset, and she leaves the prom with Dean. Zack tries to follow but is too slow and loses them.

When Laney goes home she finds, her family and Zack waiting for her. Laney tells them she said no to Dean, and used a very loud air horn to get him to stop. Zack confesses his love to Laney, and asks her to forgive him and give him another chance. She agrees and they dance and kiss. Laney asks Zack about the bet, and Zack says he lost and will honor the terms of the bet but does not say more.

At the graduation ceremony, Zack is nude, wearing only a graduation cap and carrying a soccer ball to cover himself. Zack goes on stage, and throws the ball to Laney, who catches it and as the students clap loudly she smiles.

## Making the movie

R. Lee Fleming, Jr. is credited as the only screenwriter for the movie. M. Night Shyamalan also rewrote the movie script, but was not credited. Fleming said Shyamalan wrote the line "Am I a fucking bet?".

Director Robert Iscove wanted his movie to be like the old movies of John Hughes, but different and for the teenagers of the 1990s.
He knew that Cook was not ugly and that audiences would have to accept the idea and pretend: "You either go along with it or you don't go along with it." He compared it to how Clark Kent changes into Superman. Instead of making a real change from ugly to pretty, he said it was more important to find an actress who could show the different changes in her personality and feelings.

Filming took place in various places in California. The highschool scenes were shot at Torrance High School, where Buffy the Vampire Slayer and Beverly Hills, 90210 had also filmed.

Iscove was also a choreographer before he was a director and wanted to include dancing in the movie. He wanted show his bosses the Weinsteins, that musical numbers could work in modern movies. The dance scene was choreographed by Adam Shankman, who later become known as a judge on the television series So You Think You Can Dance. Shankman also worked with Owen Wilson on his dance scenes.

## Music

The song "Kiss Me" was used as the main theme song for the movie. The success of the movie helped "Kiss Me" become more popular, and gain widespread mainstream attention and success in the music charts. "Kiss Me" climbed to No. 2 on Billboard's Hot 100 list, and stayed in the Top 10 for 16 weeks.

The movie was released in Italy with the title "Kiss Me".

## Critics

Critics gave the movie mixed reviews. They liked the main actors but complained that the story was easy to predict and not funny enough. On Rotten Tomatoes the movie has a score of 40% based on 60 reviews. On Metacritic the movie has a score of 51% based 32 reviews.

## Infobox (film)

- **name**: She's All That
- **caption**: Theatrical release poster
- **director**: Robert Iscove
- **writer**: R. Lee Fleming, Jr.
- **music**: Stewart Copeland
- **cinematography**: Francis Kenny
- **editing**: Casey O. Rohrs
- **studio**: FilmColony
- **distributor**: Miramax Films
- **runtime**: 97 minutes
- **country**: United States
- **language**: English
- **budget**: $10 million
- **gross**: $103.2 million