IMDb > She's All That (1999)
She's All That
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She's All That (1999) More at IMDbPro »

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She's All That -- A high school jock makes a bet that he can turn an unattractive girl into the school's prom queen.
She's All That -- Trailer for She's All That
She's All That -- Trailer


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Writer (WGA):
R. Lee Fleming Jr. (written by)
View company contact information for She's All That on IMDbPro.
Release Date:
29 January 1999 (USA) See more »
A new comedy that proves there's more to attraction than meets the eye. See more »
A high school jock makes a bet that he can turn an unattractive girl into the school's prom queen. Full summary » | Add synopsis »
Plot Keywords:
8 wins & 5 nominations See more »
User Reviews:
"She's All That," and then some... See more (388 total) »


  (in credits order) (verified as complete)

Freddie Prinze Jr. ... Zack Siler

Rachael Leigh Cook ... Laney Boggs

Matthew Lillard ... Brock Hudson

Paul Walker ... Dean Sampson

Jodi Lyn O'Keefe ... Taylor Vaughan

Kevin Pollak ... Wayne Boggs

Anna Paquin ... Mackenzie Siler

Kieran Culkin ... Simon Boggs

Elden Henson ... Jesse Jackson

Usher Raymond ... Campus D.J.

Lil' Kim ... Alex (as Kimberly 'Lil' Kim' Jones)

Gabrielle Union ... Katie

Dulé Hill ... Preston

Tamara Mello ... Chandler

Clea DuVall ... Misty

Tim Matheson ... Harlan Siler

Debbi Morgan ... Ms. Rousseau

Alexis Arquette ... Mitch

Dave Buzzotta ... Jeffrey Munge Rylander

Chris Owen ... Derek Funkhouser Rutley
Charlie Dell ... Man in Falafel Barn

Michael Milhoan ... Principal Stickley

Carlos Jacott ... Prom Photographer

Ashlee Levitch ... Melissa

Vanessa Lee Chester ... Girl #2

Patricia Charbonneau ... Lois Siler

Katharine Towne ... Savannah
Wendy Fowler ... Harmony

Flex Alexander ... Kadeem
Robert Baglia ... Beatnik (as Bob Baglia)

Debbie Lee Carrington ... Felicity
Clay Rivers ... Gustave

Sara Rivas ... Vampire Girl
Amon Bourne ... 'She's All That' Rapper
Takbir Bashir ... 'She's All That' Rapper
Anthony Rivera ... 'She's All That' Rapper (as Anthony 'Click' Rivera)
Jarrett Lennon ... Naylon

Brandon Mychal Smith ... JV Cleaning Boy (as Brandon Smith)

Milo Ventimiglia ... Soccer Player

Kente Scott ... Sophomore Boy (as Kenté Scott)

Kim Cottom ... Dancer
T.J. Espinoza ... Dancer

Brian Friedman ... Dancer
Tony Fugate ... Dancer
Caroline Girvin ... Dancer
Alicia Gilley ... Dancer

Scott Hislop ... Dancer
Jennifer Lee Keyes ... Dancer (as Jennifer Keyes)
Richard Kim ... Dancer
Stephanie Landwehr ... Dancer
Dani Lee ... Dancer
Joe Loera ... Dancer
Mayah McCoy ... Dancer
Ayesha Orange ... Dancer (as Yesha Orange)
Robert Schultz ... Dancer
Josh Seffinger ... Dancer

Sarah Christine Smith ... Dancer (as Sarah Smith)
Christopher Smith ... Dancer

Bree Turner ... Dancer
Christine Vincent ... Dancer
Jerry 'Flo' Randolph ... Dancer
rest of cast listed alphabetically:

Rakefet Abergel ... Student (uncredited)
Richard Chaim ... Bartender (uncredited)
James Furlong ... Dancer (uncredited)

Sarah Michelle Gellar ... Girl in Cafeteria (uncredited)

Sean Michael Guess ... Art Patron (uncredited)
Andre Harper ... Guest Star (uncredited)

Levi Holiman ... Horseman Bully (uncredited)

Guy Kochlani ... Student (uncredited)
Dimitri Merritt ... Colin Risendorf (uncredited)
Click Tha Supah Latin ... Rapper (uncredited)
Johnny Torres ... Partygoer (uncredited)

Rainbow Underhill ... Goth Student (uncredited)

Christian Vincent ... Dancer (uncredited)

Audrey Wasilewski ... Student (uncredited)

Directed by
Robert Iscove 
Writing credits
R. Lee Fleming Jr. (written by)

Produced by
Peter Abrams .... producer
Jennifer Gibgot .... co-producer
Richard N. Gladstein .... producer
Kyle Ham .... associate producer
Richard Hull .... co-producer
Jeremy Kramer .... co-executive producer
Robert L. Levy .... producer
Jill Sobel Messick .... co-executive producer
Louise Rosner .... co-producer
Louise Rosner .... line producer
Bob Weinstein .... executive producer
Harvey Weinstein .... executive producer
Lila Yacoub .... associate producer
Original Music by
Stewart Copeland 
Cinematography by
Francis Kenny (director of photography)
Film Editing by
Casey O. Rohrs 
Casting by
Ed Mitchell 
Robyn Ray  (as Robin Ray)
Production Design by
Charles William Breen  (as Charles Breen)
Art Direction by
Gary Diamond 
Set Decoration by
Jeffrey Kushon 
Costume Design by
Denise Wingate 
Makeup Department
Felicity Bowring .... head makeup artist
Raqueli Dahan .... makeup artist
Jane Galli .... makeup artist
Lisa Layman .... makeup artist
Thomas Real .... department head hair stylist
Patricia Vecchio .... hair stylist
Production Management
Maggie Cone .... post-production supervisor
Tracy McGrath .... executive in charge of production
Shaheed Qaasim .... set production manager
Louise Rosner .... unit production manager
Second Unit Director or Assistant Director
Randall Badger .... first assistant director
W. Alexander Ellis .... second assistant director (as Alexander Ellis)
Tony Eng .... trainee assistant director
Lucille OuYang .... second assistant director
James Sbardellati .... assistant director
Christine A. Tope .... second second assistant director (as Christine Tope)
Art Department
Sarah Bullion .... art department assistant
George Capetanos .... set dresser
Ryan Effner .... propmaker
Rachel A. Flores .... assistant property master
Jesse Kane .... art department intern
Gloria Murphy .... assistant property master
Angela O'Neill .... prop master
David Osterhout .... propmaker
Daniel Turk .... construction coordinator (as Dan Turk)
Danny L. Turk .... carpenter
Steve Whiteside .... on-set dresser
Richard Wright .... lead man
Richard D. Wright .... set dresser
Sound Department
Ruth Adelman .... foley editor
Stephen Barden .... adr editor
Steve Bartkowicz .... re-recording engineer
Matthew C. Beville .... adr mixer
Gary C. Bourgeois .... sound re-recording mixer
Joe Bracciale .... dialogue editor
Frank Bradley .... cable person
Andrew Bray .... sound effects editor
Dale Chaloukian .... foley artist
Dale Chaloukian .... sound editor
Peter Chapman .... adr editor
Paul B. Clay .... sound supervisor (as Paul Clay)
Lee de Lang .... assistant sound editor
Jeff Enden .... boom operator
Susan Fairbairn .... assistant sound editor
Nelson Ferreira .... supervising sound editor
Ashley Harvey .... foley editor
Alan Howarth .... additional sound designer
Sean Kelly .... adr editor
Andy Koyama .... sound re-recording mixer
Brent MacLeod .... sound re-recordist
Tim O'Connell .... foley artist
Scott Purdy .... sound re-recording mixer
Stephen Roque .... sound effects editor
Alison Sanford .... sound recordist
Dean St. John .... adr mixer
Jivan Tahmizian .... foley artist
Brad Thornton .... sound re-recordist
Audrey Trent .... foley artist
Chris Trent .... foley mixer
Jerry Trent .... foley artist
Mark Weingarten .... production sound mixer
Special Effects by
Shane Wood .... special effects lighting (uncredited)
Gilbert B. Combs .... stunt coordinator (as Gil Combs)
Don Ruffin .... stunts
Matt Byrne .... stunts (uncredited)
Camera and Electrical Department
Russell Ayer .... lighting technician
Claudette Barius .... still photographer
James Barrett .... electrician
Ben Beaird .... key grip (as Benny Beaird)
Nick Beaird .... grip
Robert Clancey .... grip
R. Michael De Chellis .... lighting best boy
Raymond Gonzales .... electrician
Geoffrey Haley .... video operator (as Geoff Haley)
Chris Johnson .... second assistant camera (as Christopher Johnson)
Jeff Kunkel .... dolly grip
Jeffrey S. Lorenz .... first assistant camera (as Jeff Lorenz)
Robert W. Morgenroth .... video supervisor (as Bob Morgenroth)
Shawn Neary .... best boy grip
Michael Negrin .... camera operator
Rob Nelson .... video operator
Tony Olivieri .... first assistant Steadicam
Jerry Patton .... second assistant camera
James Plannette .... gaffer
Lance Robinson .... grip
Andy Shuttleworth .... Steadicam operator
Val Sklar .... loader
Kirk Tedeski .... video playback supervisor
Eric Wycoff .... lighting technician
Tom Yatsko .... camera operator (as Thomas Yatsko)
Rusty Lowrey .... light operator: Vari*Lite (uncredited)
Bradley Richard .... additional second assistant camera (uncredited)
Casting Department
Kevin Beard .... extras casting
Matthew Jon Beck .... casting associate
Costume and Wardrobe Department
Donna Barrish .... costume supervisor
Beth Beasley .... costumer
Sandra Collier .... set costumer
Lawrence Quon .... set costumer
Tony Swatton .... wardrobe
Editorial Department
James Andrykowski .... first assistant editor
Gary Burritt .... negative cutter
Lance Chapman .... first assistant editor
Cathy Rait .... color timer
Michael Toll .... telecine operator
Michael T. Wilson .... assistant editor (as Michael Wilson)
Music Department
Jennifer Barak .... assistant music editor
Ryan Beveridge .... music assistant
Buck Damon .... music consultant
Michael Dittrick .... music editor
Sharyn Gersh .... music editor (as Sharyn M. Tylk)
Tricia Hansen .... music assistant
Jonathan Karp .... additional music editor
Deborah Mannis-Gardner .... music coordinator (as Debra Mannis-Gardner)
Ed Novick .... music playback
Amanda Scheer-Demme .... music supervisor
Jeff Seitz .... music mixer
David Trevis .... assistant music editor
Transportation Department
J. Armin Garza II .... driver: camera car
Michael Merrick .... transportation coordinator (as Mike Merrick)
Leo Stefanos .... transportation captain
Other crew
Sophie Addie .... assistant to producer (as Sophie McMenamin)
John Steven Agoglia .... location manager
Herbert W. Ankrom .... assistant production coordinator (as Herb Ankrom)
Elizabeth A. Bergman .... first assistant accountant (as Elizabeth Bergman)
Lisa Blackburn .... stand-in
Charlane Bloom .... stand-in
Ffilip Bolton .... assistant caterer (as Phillip Jeremy Bolton)
Anita Boudreaux .... assistant accountant
Gina Cavalier .... production assistant
Brett Cody .... video coordinator
Kevin Dennis .... adr loop group
Angie Dingman .... assistant: Mr. Kramer
John Embry .... production assistant
Alison Eng .... post-production accountant
T.J. Espinoza .... dancer
Gwen Everman .... accountant (as Gwendolyn Everman)
John W. Felder .... craft service
Anne Fletcher .... assistant choreographer
Scott Hanson .... production assistant
Stacey Hinnen .... assistant: Mr. Levy
Adam Iscove .... set production assistant
Susanne Lariviere .... first assistant accountant
Jackie Linder .... assistant: Ms. Messick
Stephanie Masoner .... stand-in
Rob McCabe .... stand-in: Freddie Prinze Jr.
Catherine S. McComb .... production coordinator
Kathryn Moore .... stand-in
Peggy Mulloy .... unit publicist
Evan Peller .... location scout
Dan Perri .... title designer: main titles
Scott Peterson .... script supervisor
Benjamin Ronne .... set production assistant (as Ben Ronne)
Lawrence B. Schechter .... production assistant
Adam Shankman .... choreographer
Scott A. Lopez .... location assistant (uncredited)
Sarah Michelle Gellar .... acknowledgment
Geyer Kosinski .... acknowledgment
Megan F. Ring .... acknowledgment (as Megan Ring)

Production CompaniesDistributorsOther Companies

Additional Details

Also Known As:
Rated PG-13 for sexual content, crude humor, brief strong language and teen drinking
95 min
Color (Technicolor)
Aspect Ratio:
1.85 : 1 See more »
Sound Mix:

Did You Know?

The Prom dancing sequence originally wasn't scripted and wasn't going to be filmed. It was added in at the last minute to make the movie go a few extra minutes.See more »
Continuity: Taylor's tattoo disappears at the end of the movie.See more »
[first lines]
Laney Boggs:Simon! Simon, I have got your breakfast! Are you up?
Simon Boggs:Give me a couple of minutes.
Laney Boggs:Simon Boggs, there are children in Mexico who have already been up for three hours making clothes for corporate America.
See more »
Movie Connections:
Referenced in Jersey Girl (2004)See more »
Shuck & JiveSee more »


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11 out of 13 people found the following review useful.
"She's All That," and then some..., 11 July 2012
Author: dee.reid from United States

I'm actually surprised at all the negativity aimed at this movie. But I really shouldn't be, you know? It's a formulaic, stereotypical movie about high school and teenagers. In short, it's another teen movie (Not Another Teen Movie - get it?). But there is something disarming about "She's All That." It's sweet, it's funny, it's cute, it's charming, and it's kind of innocent (in its own unique way, of course).

OK, maybe I'm being a little hyperbolic with calling this movie "innocent," but I'm making these judgments because this is a movie that I've always admired since it first came out in 1999 - I was 14 and in middle school that year, so I was definitely within its target audience - and I eagerly rented it on VHS from Blockbuster Video after being released on home video. Regrettably, I never really watched it again after that for some reason; I really wish I could come up with a reasonable explanation, but I honestly have none. (As an aside, a few months ago I purchased the movie on Blu-ray DVD and I finally had the opportunity to watch the movie in its entirety for the first time in 12 years.)

I personally feel that, unlike many of the teen comedies released on the tail end of the oh-so-cynical seen-it-all '90s, "She's All That" was one of the far better movies from that time. It was incredibly well-acted (by its wholesome, good-looking leads, played by Freddie Prinze, Jr. and Rachael Leigh Cook), well-written (by R. Lee Fleming, Jr), and directed (by Robert Iscove). I felt that the budding romantic chemistry between the two leads was real and believable. Additionally, the characters, especially Cook's character, Plain Jane art student Laney Boggs, seemed real, three-dimensional, and sympathetic.

I single out Rachael Leigh Cook because this was really her movie all the way. In other words, she simply wasn't running her character through the motions of Fleming's script, and she made Laney Boggs all her own - a living, breathing human being and not a brown-eyed, brunette-haired bombshell. She doesn't go from zero to 10 in the time it takes for you to zip up your jacket, no (even though in the real world, it would be utterly ridiculous for her to be considered, even in her "ugly duckling" stage, anything less than "very, very pretty"; all she needs to do is lose the glasses, do her hair, and update her wardrobe and she's done - instant prom queen status). Her transformation into a beauty queen is something that is seen as a gradual process and is full of real effort on her part. In other words, She really is All That.

At the beginning of the film, all-American jock - star soccer player - and class president and essentially nice good-guy Zack Siler (Prinze, Jr.) is publicly dumped by his shallow, self-absorbed girlfriend Taylor Vaughan (Jodi Lyn O'Keefe) for an annoying reality TV star from "The Real World" named Brock Hudson (Matthew Lillard, of "Scream"). Zack bets with his best friend Dean (Paul Walker) that he can turn any girl in the school into a prom queen in six weeks. Dean chooses Laney Boggs. Predictably, Zack starts to fall for Laney - especially after his younger sister Mackenzie (Anna Paquin) gives her an extreme makeover - and soon finds himself questioning his bet with Dean.

As I stated earlier, there isn't a whole lot to the plot that hasn't been seen before in earlier, better teen pictures (like, say, for instance, 1987's "Can't Buy Me Love," which this film could be considered in some ways a modern update of). But what saves it are its performances from two real, likable characters who are given a chance on-screen to really learn from each other, and learn ABOUT each other and make some unique discoveries about themselves in the process. It's just a quality that I wish more teen films shared these days.

"She's All That" - It really is All That, and then some more.


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