She's All That | ‘New Laney Boggs’ (HD) - Freddie Prinze, Jr., Rachael Leigh Cook | MIRAMAX

Zack (Freddie Prinze, Jr.) enlists both his sister (Anna Paquin) and the soccer team to help Laney (Rachael Leigh Cook) get party-ready. For more from She’s All That: miram.ax/shesal...
In this scene: Mackenzie Siler (Anna Paquin), Laney Boggs (Rachael Leigh Cook), Zack Siler (Freddie Prinze Jr.), Simon Boggs (Kieran Culkin), Katie (Gabrielle Union), Dean Sampson (Paul Walker), Alex (Lil' Kim)
About She's All That:
Stung when his bombshell girlfriend abruptly dumps him, big man on campus Zack Siler bets a classmate that he can quickly turn any girl into the prom queen. After an amazing makeover, the school's biggest nerd, Laney Boggs, is transformed from a nobody to a knockout. Zack falls hard and when Laney find out about his deception, he must fight to win her heart.
Starring, in alphabetical order: Rachael Leigh Cook, Kieran Culkin, Clea DuVall, Matthew Lillard, Anna Paquin, Freddie Prinze Jr., Usher Raymond, Gabrielle Union, Paul Walker
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She's All That | ‘New Laney Boggs’ (HD) - Freddie Prinze, Jr., Rachael Leigh Cook | MIRAMAX
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About Miramax:
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[@Ebathora]

I love that quote. "The new, not improved, but different, Laney Boggs!"

[@maffieduran]

@@bennettwinters7278 yes! Which is why the quote still made no sense

[@glen3486]

She was defo improved.

[@yapraktunca]

what was the girl saying thats name

[@yapraktunca]

@@darockk aaahhh thank you so much, i knew her from x-men but couldnt figure out who, it has been on my mind since ahahhsajfh thank you

[@django8451]

@@bennettwinters7278 you have any other beauty standards?

[@twinflame5543]

Man, that would never happen. When someone who wear glasses take of their glasses people never say "wow" but "girl, you look damn weird without glasses"

[@b.t02]

so true

[@antithoughtpolice7497]

Depends if that's all she did before and after. If she didn't take care of herself before and after the glasses bit, yes, that's absolutely all that will happen. If you do stuff like this makeover, it's more like book Hermione from HP, without Emma Watson's adaptation attractiveness, yes it can be like that. Hermione wanted to show a new side if herself no one has seen. No one has seen this side of Laney, so, yes, it is neat.

[@twinflame5543]

@@antithoughtpolice7497 before glasses, people used to tell me that i'm pretty, my face didn't changed, i Just wear glasses now, but when i take it off, people say that my eyes look small and that i look prettier with glasses

[@antithoughtpolice7497]

@@twinflame5543 So, you still take care of yourself, good!

[@teun294]

cry

[@purplekisses7010]

I miss the 90s sooo much..

[@liamholloway-sw7eu]

They were the best for cheesey high school movies I loved them all

[@whitneywilliams317]

1999 I was 12 years old 😁

[@fatimachowdhry1654]

me too ! 90s kid here

[@whitneywilliams317]

80s baby and a 90s kid and early to mid 2000s teenager in this b&ch 😂😎

[@Hogwarts-Dropout]

same

[@johnpaullirio6672]

He's all that brought me here. I just want to cleanse my eyes from that trailer

[@ashleysteves1342]

Cant move on he's all that .. myGhad Tanner 😍😍😍

[@regulargirlontheinternet]

Hahha same over here. Why isn’t Freddie in the trailer ? He should be in it 😂

[@helsidik]

Dude same, I didn't even watch it. I watched Dylan's commentary on it and yet still had to cleanse my eyes

[@aileen8369]

kirsten Anne omg same

[@Wheee135]

@@regulargirlontheinternet closet we got was shaggy lol

[@awhellyeah12]

I wish taking my glasses off made me pretty

[@writersblock26]

Jane I wish taking off my glasses made me handsome.

[@CeeJay254Art]

Lol. I dont think it makes a difference to me

[@JuanRodriguez-im6ul]

I wish taking my glasses off would give me super strenght, super speed and the ability to fly, but, you know, life's not fair

[@kontoculai6301]

Hon,you're charming with those glasses on

[@P20-d2h]

Haha I’m sure your really beautiful

[@kroakie4]

I love how Zac’s jaw drops just a little. So cute.

[@StreetsAhead120]

Laney walking down the stairs to Sixpence None The Richer’s “Kiss Me” is such an iconic 90’s moment. Nice touch by the script writers to have Anna Paquin’s character to say “The new -not improved- but different Laney Boggs”.

[@4tin60]

it’s iconic!!

[@annagarcia1527]

Everytime i hear that song it takes me back to Jr year 99!

[@mjparadero7046]

I love the Not Another Teen Movie version 🤣🤣🤣

[@lucreziaromanini3173]

Anna Paquin e Erin Sanders sembrano essere gemelle

[@hawrnball]

I was a freshman in high school when this movie came out, and I thought it was just so lame, but now it has such a huge nostalgic value for me.

[@liamholloway-sw7eu]

All high school movies were lame but they were enjoyable bring it on was my fave that had some hilarious fucking scenes

[@sespringstead24]

hawrnball same and I was a junior and it actually means a lot to watch now.

[@rockys3745]

I was in 3rd grade when this movie came out. Time really does fly.

[@nah_.]

I was not alive

[@rockys3745]

nah •• too bad

[@tamannarizwan9667]

The music, the steps, Freddie's face then seeing Rachel. It all takes back to 1999 when I was watched this in the cinema

[@iceunelle]

Not gonna lie, I actually liked her hair before they cut it (and after too!). I feel like it's not much of a "makeover" if she was beautiful to start with

[@liamholloway-sw7eu]

Of course she was beautiful she was a model in real life way before this film. In films like eighteenth angel she was already stunningly good looking but she was perfect casting for this role because Rachael gets quite nervous and suffers from social anxiety

[@winxclubfairiesrule1]

Well it really isn't a makeover. The girl said it all, "she's new but not improved, just different"

[@elenagregiakopoulus800]

that's the truth

[@elenagregiakopoulus800]

I liked her longer to before other people cut it

[@iceunelle]

@@kroakie4 I never called her a freak...? I actually complimented her. I think you replied to the wrong person in this thread.

[@ThePeakOfHumanEvolution69]

She's got the most adorable face.

[@lizh1633]

I always thought she was prettier than Taylor lmao

[@kolzjj766]

@@lizh1633 same here, Taylor always had the bitchy face, whereas laney had the girl next door innocent face

[@Originella]

I love how in real life, Freddie and Rachael are like the ultimate siblings.

[@Katio888]

I always felt Gabrielle Unions and Dule Hills characters were the only nice ones of the popular kids. She even says I’m so glad you’re here, and I don’t think it was fake bc of their interaction at the beach scene right before this one.

[@gremlyn1658]

And you could see Gabrielle hanging out with Laney and walking with her down the halls.

[@jeanettepiek9739]

and when they found out about the bet they were so mad about it for her

[@lifewithjessi8672]

Ikr

[@sukhchainsingh1776]

Not too mention she nominated her for prom queen

[@lifewithjessi8672]

@@sukhchainsingh1776 really idk that

[@eternal_napalm6442]

She was always a cutie, even when she was supposed to be a nerd.

[@liamholloway-sw7eu]

But Rachael was actually a model way before this film. She is gorgeous in her early films

[@lifewithjessi8672]

Ikr she was so cute

[@POKEFAN023]

Yeah she was which is why I’m glad Not Another Teen Movie spoofed this scene

[@summerforever3251]

I think it’s her new found confidence that really made the difference

[@Danko235]

and she's still hot!

[@cadyfitzgerald3273]

I can’t stop thinking about that scene in Not Another Teen Movie where she actually falls through the stairs ahaha 😂

[@TrinityHodgeJ]

i was just thinking about that scene lol

[@th3m00nstone]

PLZ THAT WAS GOLDEN-

[@barbaraaraujo7700]

Same. haha

[@marikacrapanzano4605]

🤣 Chyler leigh iconic

[@xxuser0200]

😂😂

[@autumwynter3641]

Omg, this part gives me goosebumps, from the song, to her appearance, and the way he looks at her. Too much! 😩😍😍😍

[@yukywookie4867]

"Who are you people?" LMAO gets me every single time 😂😂

[@fabioalvesshow]

This scene is classic

[@athenstar10]

Actually the whole movie is a classic.

[@ot9239]

@@athenstar10 PERIOD.

[@seeyouagain911]

I love the shoes. I just love 90s style of matching the entire outfit.

[@vishakhapanwar6714]

I was a 90s kid but saw this movie last year first...but still this scene and movie gives me same amount of nostalgia as someone who watched this movie at that time

[@baemei5683]

Just watched the remake and came back to this beautiful and iconic scene!! I still got goosebumps when "kiss me" starts playing.

[@JustATruckDriver1]

From “not another teen movie” lmao ?

[@lil_Guy00]

⁠@@JustATruckDriver1”He’s All That” is the remake

[@JustATruckDriver1]

@@lil_Guy00 ouuuuuuu I never saw it

[@lil_Guy00]

@@JustATruckDriver1same, probably not nearly as good, never knew there was a remake until I watched this again, but NATM definitely parody’s this lmao

[@earlrexellmaceda9233]

damn she looked great in that red dress

[@billdarby1]

When I see her stumble on the stairs, literally, my heart is in my hand.

Ugh not Jamie Briggs, she's got ....glasses... and a pony tail! And she's wearing overalls with paint on them!

[@jeanharoldmagnait8928]

Carl Sagan Not Another Teen Movie!

[@wadekemmsies7180]

Oh that is whack!

[@sleepygirl96]

Yeeah so ugly right??

[@chayanikahazra1915]

Janey Briggs from Not Another Teen Movie!

[@y3ee3e]

Damn!

[@summerforever3251]

It’s her new found confidence that made the difference

[@roseg2239]

No, it's the sexy dress.

[@annagarcia1527]

And a hairstyle that flatters her face

[@Sputterbug]

yep! the more she opens up, the more attractive she becomes because we see more of her personality

[@melanisticcat6774]

I never get tired of this movie no matter how much I watch it

[@louispineda566]

Her walking down the stairs and kiss me playing in the background is literally one of the greatest moments in movie history for me..I'm a guy and I love this movie

[@marcosnunez1580]

This truly is the the signature scene of the whole movie. Now Laney is officially seen as beautiful on the inside and out.

[@javiersalcido9328]

My favorite part of the movie. Absolutely gorgeous

[@ditrinipersian901]

omggg paul walker... forever the most gorgeous man to have graced this planet.

[@thelegendofthem6120]

I had a crush on him since forever ago, but Freddie Prince is so gorgeous too.

[@KoolKukumber]

@RainbowDreams30 I know he had a kid, maybe more than 1, and he might’ve been married too so I’m not too sure about that. His daughter says he was a really nice person tho

[@lunalove9395]

​@RainbowDreams30 he dated a 16 year old when he was 33, so yeah, dude isn't as great as people choose to remember him

[@fabrisultanof]

Rob lowe

[@savannahstephenson5489]

One of the most iconic scenes in a teen movie

[@Meincartman]

"Congratulations, you just got your first slow-motion entrance."

[@CronoCloudAuron]

This is whack!

[@darockk]

@@CronoCloudAuron what are you doing here? im supposed to be the only black guy in these comments. peace out brother. honest mistake

[@th3m00nstone]

i wish i didnt make that bet thats not the guy i want to be...

[@ElleJae-b9q]

So much wonderful nostalgia

[@iiaverydeliii8041]

he’s all that could never-

[@stevenplayz9636]

Tanner look fine

[@TeamForwood]

More like Not Another Teenage Drama

[@KT926]

Laney's little brother is Fuller McAllister from Home Alone a.k.a Macaulay Culkin's brother

[@sidvicious-d9u]

Yeah. Kieran Culkin!

[@JTAAY]

Lol "Fuller!! Go easy on the Pepsi!"

[@Panda72021]

I KNEW he looked familiar.....thank you

[@spiritologysense9462]

Yeah lol

[@KT926]

@@Panda72021 You're welcome :)

[@Horkslair]

Congratulations, you just got your first slow motion entry!

[@jasminecaldwell1173]

i know u guys all saw Zach’s mouth open when he saw laney

[@liamholloway-sw7eu]

That was me for years after I saw this. Rachael is the best have a poster of her from fhm 2001 in a blue skirt fuck me i loved her bad lol

[@girlwithnoface]

I swear this is so iconic.

[@susannalouise5502]

Amen & alleluia 🙏🏻

[@sincerelyerickaanne]

The music! WOOHOO! I'm 14, but when I listen to this song... I FEEL YOUNGER.

[@musicman76enator]

This scene will ALWAYS be a classic. Always. :-)

[@stevencoates3382]

Hah, I can't stop thinking of "not another teen movie"...the parody they did of this scene was HILARIOUS!!!

[@jennafox8556]

They tried but failed to make Rachel Leigh Cook ugly. It's impossible.

[@Chuchutrain806]

She’s not supposed to be ugly she’s supposed to be anti social

[@giacherubini249]

Glasses are not ugly

[@jackchop1576]

I love how this scene in Not Another Teen Movie has this a suggested video.

[@fronk140]

That’s it! I did it. I’m a miracle worker.

[@martheresa7550]

This make me miss the ‘90s all the more. 😭

[@wheelmanstan]

she falls through the stairs and her dad proceeds to tell her "get on out of there, hunny, quit fartin' around"

[@Kopp203]

1:45 yep, that was pretty much all us 90's guys reaction too!

[@linnycrocus6023]

"You're just going to have to trust me" *chops nearly all of her hair off*

[@Lights_Darks]

She’s definitely All That!

[@TheDarkphx]

She is so tiny, but I've always loved her beauty!

[@death-king1834]

So basically by removing her glasses and applying a little make up she's new and improved?

[@donteprince2891]

Not new just improved. You forgot she cut her hair to.

[@Cattyacid]

She literally said "not improved, but different"

[@kanondillard1379]

Basically 😂😂 lol tbh i just think it revealed more of her true beauty

[@esthernyelele]

That’s like every girl tho. Sorry to like put ya out here. But we are all like that.

[@jennifersanchez1874]

If you wore glasses and didn't wear 'cool' clothes in HS, you were pretty much an outcast. And big clunky glasses have a tendency to hide your face. I had those, hated them. I looked completely different when I eventually got glasses. But kids in HS are assholes.

[@Wolverich]

At around the 0:40 second mark, seeing that old Dodge Caravan (or Plymouth) out in the front yard under a 90's sunset, it's almost too nostalgic for me. I can almost feel that crisp air again in this scene. Plus the instrumental just makes it that much more nostalgic. With the way life has changed over the years, it makes the 90's that much more special. Forever grateful to be able to experience those golden years when living felt magical.

[@jokerdesign8602]

I love when Laney's dad is just "Who're you people?"

[@Seraoverit77]

Sookie Stackhouse does really good makeovers ;-)

[@liamholloway-sw7eu]

Because rogue is a badass that’s why

[@riokalistos1812]

Sarah Carney 😂 True Blood’s fan huh. Same here

[@Amanda-ev3lg]

She never aged between this and true blood

[@aaronkenyon7112]

I just see her as Rogue in Xmen

[@thenewavenger6650]

That's it. She did it. She's a miracle worker!

[@fayetopias]

i wish i had the dress and heels that she’s wearing

[@FriendlyCroock]

The heels aren't nice. Try stilettos barbie girl.

[@lunalove9395]

you could prob find something similar on depop lol, the 90s/y2k look is all the range now it seems

[@lifewithjessi8672]

Same

[@ExpectoPatronum28]

I love how Zach gets closer and closer before she finally descends the stairs.

[@McRib_is_Bck]

Laney can still get it here in 2024😍🤤

[@ginaa.261]

I loved these 90s high school movies and paul walker :(

[@Zamarae]

One of those iconic movie scenes that, you already would see in the trailers but wanted to watch the movie for this scene haha

[@yukywookie4867]

The people who disliked this are the ones who voted for Taylor Vaughn instead of Laney to be Prom Queen.

[@susannalouise5502]

Aha! This is such an underrated comment

[@scorpion9259]

Still can't believe paul walker is gone 😢

[@phillipclements282]

My heart goes pitter patter every time I see this.

[@hennessymendoza5268]

THE BROTHER SO FUNNY

[@liamholloway-sw7eu]

Culkins little brother of course he’d be funny

[@nunyabuissness8058]

This song takes me back to being 13- i didnt even know of this movie then i just loved kiss me from sntr

[@soulsharts]

I had a MASSIVE crush on Rachel Cook when I saw this movie when it came out. She is focking gorgeous, and when I heard she's from MN, even better.

[@Saucyminx597]

Oh how I loved Freddie Prinze Jr

[@alivlnzl444]

This is the most iconic make over!!

[@josueorgoaway]

Even though this movie goes a bit too far, people don’t realize how much glasses really changes a person’s face.

[@teddywatkins3611]

I laughed so hard when she tripped lol... Use to love this movie

[@marianaramirez3828]

"the new, not improved but different..." 💛💛💛

[@WhiteWith2DreamyEyes]

I know, right? In MY naked eyes😳👁👁, if it didn't improve her, why did Anna waste time giving the makeover?? Rolling my eyes & LOL at Paquin!

[@edwintapia9245]

I watched this movie with my wife i really enjoyed it , what i enjoyed was the innoccence of the film.😊

[@keimchi8035]

I can watch this a thousand times! I always end up here whenever I dont know what to watch on youtube anymore lol

[@tdevil101]

When I got my lasik surgery, I received loads of compliments. People have been saying for years I look better without my glasses. This scene reminds me of it.

[@nicholasmorales24]

Happy 20th anniversary!! I’ve been watching this movie since I was a baby

[@epikcyne]

Tbh she looks way cuter with the glasses on. Damn I remember when I had the biggest crush on Rachel Leigh Cook back in the day 😍

[@tommyliu7020]

That was exactly me in high school. SUCH a big crush on her.

[@heidiprice8140]

The way he looks at her when she shows up after her transformation 🥺

[@aaroncampos5439]

This is every girl who gets a haircut and posts an instagram photo with a heavy filter after a breakup

[@ms_679]

The woman who played laney boggs is also in He's all that and she plays addison's mother

[@ioriyagamy4777]

I was waiting for this comment. Just saw the movie. I like this one wayyy better.

[@ms_679]

@@ioriyagamy4777 yeah and the Principal of Cali high was also from the original film

[@ioriyagamy4777]

@@ms_679 yeah

[@theopollind8024]

She voices Tifa Lockhart too in most Kingdom Hearts

[@rydiaofmist]

@@theopollind8024 yes! I was waiting for this comment. And Mena Suvari voices Aerith

[@BIG-BlueNation8569]

Casting director sure knew what they were doing....

[@BIG-BlueNation8569]

They used same house BubbleBee was shot in..

[@jayr399]

There’s something about the late 90s to early 2000s. I can’t put my finger on it

[@Stewart1499]

This was my dads favorite movie. He’s serving life in prison now so I got him a copy of this after he got a dvd player!

[@sam12453]

Rachael Leigh Cook is actually gorgeous. Such a natural beauty. 😍

[@mssramsunker4820]

watched this movie today first time!!! gosh, looooove it!!! that dude was good looking, Freddie!! beautiful movie and the late Paul Walker !

[@sc2706]

She has beautiful eyes like anime characters 😍💕

[@jrkularatne2900]

Damn that song tho is beautiful 1:28

[@kroakie4]

Kiss Me by Sixpence None The Richer. All of their music is wonderful!

[@GabyHernandez-rv3vo]

😂😂😂😂 the younger brother 😂😂😂

[@YaraMay20]

This scene is so ICONIC!!! And why in the hell did Anna Paquin do this movie. Just really curious she was an Academy Award winner already and this role wasn’t challenging and really small.

[@fardiachowdhury9758]

Maybe to try something new?

[@YaraMay20]

@@fardiachowdhury9758 It just always bothered me ever since I saw the movie🤣 and she never talked about it. At least never found any footage of it.

[@neogigo]

A paycheck is a paycheck

[@YaraMay20]

@@neogigo true. She probably made more then I do in a year for that small part.

[@aaliyahpayne1099]

@@fardiachowdhury9758 I think she is married 💍💍💍

[@SleepingMockingjay]

I freakin love this movie and the make over scene. It’s awesome lol

[@lifewithjessi8672]

I luv when Zack said Laney’s eyes were beautiful

[@Sone418]

Dunno why people say she was meant to look ugly with glasses, because that's not true. They described her as "scary and inaccessible", never ugly.

[@priyakodkani4456]

Her brother is too funny...😂😂

[@zimmer-jd2bx]

BEST MOVIE EVERRRRRRRRRRRRRRRRRRR

[@1_chilled_guy595]

I can remember watching this movie as a teen shortly after the movie was released, and seeing Rachael come down the stairs and I was yikes !! probably was just as shocked as Freddy in that scene lol ..I had a major crush on her at that time lol

[@westonbourgeois1687]

Is this supposed to be high school?

[@Theri4444]

yes this is suppose to be high school, he is taking her to the prom. Plus there are girls out there who wear this type of outfit at proms

[@evas3276]

Raven24 they were going to a party

[@TigerGreene]

Is that why everyone's 26?

[@ambrebadhippie]

He's just taking her to a regular party not to prom though. At prom, she wears a long and fancy dark dress

[@hd-xc2lz]

@@Theri4444 I'd say this dress is hardly riske' compared to what many present day young women wear to prom.

[@lifewithjessi8672]

I luv how he catches her which was so sweet of him fr fr

[@TMX1138]

Laney’s actress, Rachel Leigh Cook, was also the original voice actress for Tifa Lockhart in Final Fantasy media, before Britt Baron voiced her in the Remake/Rebirth games of Final Fantasy VII.

[@TheFullJenny]

When you start watching Love, Guraranteed and you have to quickly look at what is the best Rachel Leigh Cook moment ever....

[@SuperheroRockstar]

The reality is if Rachael Leigh Cook took art, every guy in the school would have become a failed artist.

[@sven7037]

Classic!!!!!!!! I miss these romcom movies

[@CodyW632]

Man it feels so weird every time I see a movie with Paul Walker in it. May he rest in peace.