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King of high school Zach Siler (Freddie Prinze Jr.) is unceremoniously dumped by hot queen Taylor Vaughan (Jodi Lyn O'Keefe) for an idiot realty TV star (Matthew Lillard). While bragging about his prowess, he's challenged by his douche friend Dean Sampson (Paul Walker) to remake class freak Laney Boggs (Rachael Leigh Cook) into a prom queen.

It's sort of like a modern adaptation of Pygmalion. This and other teen movies are prime to be mocked. RLC is a hot girl, and of course we only realize it after she takes her glasses off. But every genre has it's own clichés and it's own stereotypes. It doesn't negate the genre. This is a prime example of a movie taking all the clichés and making it all work for them.

The most important part is definitely RLC. She does the grumpy girl and the sweet girl. And she does both by being the cutest ever. There are also some great young actors of that era including Anna Paquin, Dulé Hill, and Gabrielle Union. The cast is a young energetic group.

Silly but fun teen romantic comedy about a high school jock (Freddie Prinze, Jr.) who bets his friend (Paul Walker) that he can turn a geek (Rachael Leigh Cook) into the prom queen. Flimsy updating of Pygmalion is hard to hate. It doesn't take itself seriously in the least. Yeah it's absolutely ridiculous that Rachael Leigh Cook, an exceptionally pretty girl, would be considered unattractive just because she wears glasses and overalls. But you just roll with it because it's cute and fun. The cast is very likable and the script is good for this type of movie. Matthew Lillard steals pretty much every scene he's in. It's fluff but you'll be smiling when it's over. Can't see the harm in that.

When high school jock Zak is dumped by his prom-queen style girlfriend, he rashly says that he doesn't need her and that any girl he dates will become the prom queen. A friend takes her up on the bet and picks geeky art student Laney. Zak tries to get close with limited success but gradually he begins to get to know her and they become friends – now all he has to do is get her accepted by the jet set.

How many teen movies do we need, with their similar themes of jocks and geeks and the seemingly revolving casts? Here we get yet another retelling of Pygmalion except here it doesn't really convince as a comedy or a story. The plot isn't particularly imaginative and feels lifeless and a little flat as a result like it has no spark of it's own. The other problem is the fact that Laney is actually quite good looking before `the change' – I prefer her look before Zak supposedly made her better.

The film needs to pander to the teen audience so we get the obligatory `gross out' comedy in a few scenes which are funny but outside of that it's really very light melodrama between Zak, Laney and the jocks/cheerleaders.

Prince is annoying but is actually alright here despite having a cardboard jock character. Cook is good as Laney but it's a shame that the film sees some sort of victory of making this geeky arty girl into a beautiful Valley girl type that conforms to the pack. What message does that send out to teenagers? At one point Zak says that he'd rather work with fat or ugly than Laney – but really she is only acceptable because she is pretty and not fat or ugly. The rest of the cast are a range of teen actors who you'll recognise from other films who do nothing out of the ordinary. Usher has a cool cameo – but why did Lil' Kim take a role that was barely a support character? I hate Matthew Lillard with a passion but here he does a good job sending up those reality TV `celebrities' and is very funny in his handful of scenes.

Overall this is an acceptable teen film but really never gets to the point where you could call it more than good. The story lacks spark or imagination and the comedy is either crude or too slight to be funny. It's watchable but it's not all that.

When I saw this film a couple of years ago, I was sixteen, I sort of loved it. Seeing it again, not in my teenage years anymore, I realize that 'She's All That' really is for teenagers. I still like it, yes, but now that I have seen so many more movies there are a lot of predictable, therefore lesser, parts.

For starters it is set on a high school but the characters seem to be in their mid-twenties. Of course that is pretty logical since the actors are in their mid-twenties. Well, Rachael Leigh Cook was only twenty, and I have to admit that she is the main reason to see this movie if you are a guy. Freddie Prinze Jr. is her love interest and personally I think he is one of the most annoying actors out there, no exception here.

The whole story is very predictable actually. Prinze is the most popular guy on their high school, just dumped by his beautiful girlfriend. Now he makes a bet with a friend: he can turn any girl into a prom queen. The friend selects the girl and of course he chooses Rachael Leigh Cook. Convenient for Prinze, since she already is a beautiful girl. It does not really matter whether she wears glasses and floppy pants. Of course he really falls in love with her, of course the bet comes out, of course the girl is mad, of course the movie end on the prom, and of course it will be a happy ending.

Yes, predictable it is, but also sweet, even with an actor like Prinze. Sometimes it is funny and when you are watching a romantic comedy all you really want, I guess, is the main characters get together in a nice way. That sort of happens. A teenager will probably love it, but others will not completely waste their time.

That the IMDb score is way too low speaks I think to the fact that the intended audience for the film was ... disappointed. Perhaps expectations were too high? Perhaps this story had been done once too often. But the odd fact (and the thrust of this review) is that the film is memorable because the stars rise above the material .... before they themselves burn out and lapse into film obscurity.

It was an odd confluence of talent. Director Iscove is well respected in TV but this remains one of his only shots at a feature. Prinze, who had pretty much owned the casting niche he was in, was 23 at the time the film was made and arguably long in the tooth for a high schooler. Nonetheless the chemistry between him and Leigh-Cook was powerful and that chemistry held the movie up when the dialog and the mugging by the other actors let it down.

It's all timing. Leigh-Cook never really made the transition to films after, but kept very busy with TV. Prinze never really made the transition, period, but he's still a young guy and who knows? The Pygmalion thing has been done to death but oddly Iscove, Prinze and Leigh-Cook kept it alive for one more outing. Entertaining.