-Freddie Prinze Jr. stars as Zack Siler, a popular high school jock who makes a bet with his friends that he can transform the school's nerdiest girl into the next prom queen to beat his self-centered girlfriend Taylor. But problems come up when he begins falling for the newly transformed girl
-Freddie Prinze Jr: Zack Siler
-Rachel Leigh Cook: Laney Boggs
-Matthew Lillard: Brock Hudson
-Paul Walker: Dean Sampson
-Jodi Lyn O'Keefe: Taylor Vaughan
-Kevan Pollak: Wayne Boggs
-Anna Paquin: Mackenzie Siler
-Kieran Culkin: Simon Boggs
-Elden Henson: Jesse Jackson
-Usher Raymond: Campus D.J.
-Kimberly 'Lil' Kim' Jones: Alex
-Gabrielle Union: Katie
-Dule Hill: Preston
-Tamara Mello: Chandler
-Clea DuVall: Misty
Did You Know?
-Filmed at the same high school as Buffy: The Vampire Slayer
-Rachel Leigh Cook's name in the movie, Laney Boggs, is a combination of the names of two movie characters played by Winona Ryder. Kim Boggs in Edward Scissorhands and Lelaina "Laney" Pierce in Reality Bites
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