HomeMovies1999 Movie-versaries: She’s All That

1999 Movie-versaries: She’s All That

1999 was a big year for movies. It was the year that The Matrix‘s slow-motion bullet influenced action movies for years to come. It was the year American Beauty won Best Picture at the Academy Awards and Oscar fans have been arguing about it ever since. It was the year Pokémon jumped from Gameboys and TV to the big screen. And worst of all, it was the year that disappointed a generation of Star Wars fans with the release of The Phantom Menace.

To celebrate that landmark year in film’s 20th Anniversary, The Pop Break is doing a year-long retrospective of 1999’s most influential (at least to us) films. The series continues with staff writer Ben Murchison reflecting on teen comedy, She’s All That, including an exclusive interview with the film’s writer, R. Lee Fleming, Jr.


Twenty years ago, at the height of the teen comedy renaissance, Miramax released She’s All That. Directed by Robert Iscove and featuring an unbelievable cast of rising stars. It told an unconventional love story immersed in superficial high school drama and self-discovery.

The most popular guy in school, Zack Siler (Freddie Prinze Jr.), returns from spring break to find out that his girlfriend, Taylor Vaughan (Jodi Lyn O’Keefe), is dumping him in favor of reality star, Brock Hudson (Matthew Lillard).

As a quick side note, outside of Shane Falco in The Replacements, there may be no better character names than those featured in this movie.

Anyway, desperate to save his perfect image, Zack makes a bet with his friend, Dean (Paul Walker), that he can turn any girl into prom queen. Aspiring art student, Laney Boggs (Rachael Leigh Cook), is the lucky girl chosen and after Zack’s sister lets her hair down, gives her some makeup and puts her in a hot red dress, Laney slow motion enters her way into popularity—albeit reluctantly. Zack’s sister is played by Anna Paquin, by the way.

Laney’s dad is Kevin Pollak and the students are played by Gabrielle Union and Lil’ Kim. Hell, the school has a DJ played by Usher, who leads a choreographed prom dance. But this isn’t telling you anything you don’t already know because this movie is a classic. If you don’t enjoy this one, you probably weren’t the right audience at the right time. So, you should heed the movie’s artistic advice and just, “be silent, be still.”

She’s All That set itself apart by tapping into fleeting popularity, the teenage angst associated with the life-changing decisions made at the end of high school, and a phenomenal cast that helped to blend all the necessary comedic moments with raw emotions. The dialogue is absolutely over the top in the best way, as is the previously-mentioned dancing. It represents a specific time and feeling that everyone can recognize no matter how long it has been since they left high school.

That is such a formative time in everyone’s lives, yet everything seems much more serious than it really is. It brings us back to a point when things like popularity, parties, and who is going to be prom king and queen mattered, and it’s oddly satisfying to relive those simpler times. As catty, and cruel as kids are in the movie, it’s sadly realistic until you grow up and realize that everyone is dealing with their own issues.

We get to watch as Zack shows vulnerability. He exists perfectly within the confines of school, where everything makes sense to him but he struggles to make choices about his future. As he gradually falls for Laney, he starts to learn what matters and it culminates in a prom speech, and then a great speech at the pool. He probably would be registered as a sex offender after his stunt at graduation, but use suspension of disbelief that you already need from the start considering Rachael Leigh Cook is beautiful no matter how much paint is on her overalls. She is the biggest winner of the movie, because as Laney learns not to shut people off, she never loses touch with who she is. If she wasn’t such a strong character, I don’t think that the movie would work.

After watching the film again recently, it is absolutely everything you remember it being. While it certainly exists as a perfect time capsule of what the late ’90s were all about, with things like hacky sack, Sega, The Real World and even a cameo by Buffy the Vampire Slayer herself, Sarah Michelle Gellar, it’s the heart at its center, and the voice with which the story is told that sets it apart. In order to understand that voice a little better I spoke to its writer, R. Lee Fleming, Jr.

You seem to have a voice in your writing that lends itself to teen dramas and comedies,and in this filmin particular, it really captures high school politics. How did you discover that talent and maintainitthrough the years?

Fleming Jr.: I’ve wondered that myself. I think a lot of it is because I grew up at a time when I was almost exactly the ages of the characters during that amazing run of John Hughes movies in the mid-to-late ’80s, starting withSixteen Candles all the way through to Some Kind of Wonderful (which I remember seeing seven times in the theater). People’s teenage years lend themselves to drama, I think, because they’re full of “firsts” – first kiss, first horrendous breakup, maybe the first time someone finally stands up to their parents or some other grownup about something. And because everything’s so new, the feelings that go along with those “firsts” can be devastatingly raw – which can be heartbreaking and sometimes funny, too, just because when you’re that age, you also tend to overreact to things. So when I started writing my first script in college, I was actually writing about my own high school breakup, which at that point was still pretty fresh. It was called “Getting Over Allison” and it ended up getting made a few years later as “Get Over It” (a title I still don’t care for). Then the first TV pilot I sold to the WB, “Nick and Emily,” was also set in high school and from there it just kept going. It wasn’t really by design that writing for teenagers became my “thing,” but for some reason, those are the stories that keep showing up in my writer’s brain. I don’t know. Maybe I’m still trying to work through some dark issue from 1988 I’m just not aware of.

There is obviously a tremendous cast that appears in this film. How closely do the actors portray the characters that you created and are there any cases where someone surprised you?

Fleming Jr.: We so lucked out with that amazing cast, starting with Rachael and Freddie and all the way through the cast list. 20 years later, it’s completely impossible to imagine anybody else in any of those roles. I do remember seeing the first dailies and being blown away by the scene where Clea Duvall’s character, Misty, was so horrible to Laney in art class. The bullying just felt so real to me and the direction and performances gave it a weight and realism that I totally wasn’t expecting.

The song “Kiss Me” by Sixpence None the Richer fits perfectly with the movie and is so closely associated with it to this day. Do you often listen to music while writing to help capture a feeling that you want to convey?

Fleming Jr.: I remember havingTRL, which was a brand newshow at the time, playing in the background a lot when I was writing the script, which definitely helped get me into the mindset of the subject matter. These days, I alternate writing with and without music. Sometimes on the current show I’m working on, “Light as a Feather,” I’ll listen to music from earlier episodes of the show or whatever’s popular on iTunes.

This film is one of the most successful teen comedies at the height of their popularity. What do you feel sets this one apart and still makes it resonate today?

Fleming Jr.: It’s so hard to put your finger on why some projects work and others don’t. Most things that get written don’t get sold. Most things that get sold don’t get made, and the vast majority of things that get made – even when everyone involved is super-talented and working as hard as they can to make something amazing – those things don’t end up succeeding. But then, sometimes, lightning just strikes and all the elements – the cast, the direction, the music, the marketing, and the audience’s appetite for something at a particular point in time – all come together in exactly the right way. So there’s definitely a ton of luck involved. I think people still watchShe’s All That now because it’s a sweet, relatable story and it also probably reminds a particular generation of a specific time in their lives.

As you reflect on 20 years since its initial release, what are you most proud looking back on She’s All That?

Fleming Jr.: I’m proud of all the hard work that so many people put into making a movie that audiences are still enjoying today. Oh, and I’m also proud and grateful that people are still letting me tell these stories 20 years later!

Ben Murchison
Ben Murchison
Ben Murchison is a regular contributor for TV and Movies. He’s that guy that spends an hour in an IMDb black hole of research about every film and show he watches. Strongly believes Buffy the Vampire Slayer to be the best show to ever exist, and that Peaky Blinders needs more than 6 episodes per series. East Carolina grad, follow on Twitter and IG @bdmurchison.

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