'She's All That' Cast: See the Stars of the Hit '90s Teen Movie Over 25 Years Later

There's nothing like a great makeover, and if you're looking for one of the best, then head back to the 1990s and the seminal romcom She's All That, starring Freddie Prinze Jr., Rachael Leigh Cook, the late Paul Walker and the rest of the A-List She's All That cast.

She's All That, — which is based on the classic George Bernard Shaw play Pygmalion, hit theaters in 1999 and followed high school hotshot Zack Siler (Prinze Jr.), whose social stock plummets when his girlfriend, Taylor (Jodi Lyn O'Keefe), leaves him for reality TV star Brock Hudson (Matthew Lillard).

In an effort to make it back to the top, Zack's friends dare him to turn the nerdy Laney Boggs (Rachael Leigh Cook) into the next prom queen. But what happens when his fake feelings start to turn into real ones? Answering that question delighted audiences, brought the film to a $103 million box office haul and led to a 2021 remake.

Wanting to watch She's All That? It is available for streaming on Amazon Prime Video.

Freddie Prinze Jr.

CHARACTER PLAYED: Zack Siler

BORN: March 8, 1976, in Los Angeles, California.

BEST KNOWN FOR: I Know What You Did Last Summer (1997), Scooby Doo 1 &2 (2002/2004), Star Wars: Rebels (2014 to 2018) and Glisten and the Merry Mission (2023).

PERSONAL: Prinze Jr. has been married to Sarah Michelle Gellar since 2002. They have two children together.

THOUGHTS ON SHE'S ALL THAT: A large part of the film revolves around Rachael Leigh Cook's character Lancy getting a makeover, which according to Prinze Jr. was pretty difficult. "It's hard to make Rachael look bad. It's not that big of a makeover, but it's as good as they can do... she's beautiful and it's not hard to act with her at all."

FUN FACT: She's All That was filmed at the same high school as Buffy the Vampire Slayer, which starred Prinze Jr.'s wife Sarah Michelle Gellar. Gellar also had a cameo in the film.

Rachael Leigh Cook: She's All That cast

CHARACTER PLAYED: Lancy Boggs

BORN: October 4, 1979 in Minneapolis, Minnesota.

BEST KNOWN FOR: Josie and the Pussycats (2001), 11:14 (2003), Nancy Drew (2007), Psych (2008 to 2010), Love, Guaranteed (2020) and Recusing Christmas (2023).

PERSONAL: Cook was married to Daniel Gillies from 2004 to 2021. They have two children together.

THOUGHTS ON SHE'S ALL THAT: "My favorite scenes to shoot from She's All That were the emotional scenes with Freddie and Paul Walker — who was a wonderful actor, and it's still crazy what a loss that was. Also, the scenes with my dad, played by Kevin Pollak; he was so funny."

FUN FACT: Cook and Matthew Lillard were the only two cast members to appear in the 2021 remake He's All That.

Matthew Lillard

CHARACTER PLAYED: Brock Hudson

BORN: January 24, 1970 in Lansing, Michigan, USA

BEST KNOWN FOR: Scream (1996), Scooby Doo 1 &2 (2002/2004), The Descendants (2011), Be Cool, Scooby Doo! (2015 to 2017) and Grave Conversations (2024).

PERSONAL: Lillard has been married to Heather Helm since 2000. They have three children together.

THOUGHTS ON SHE'S ALL THAT: In the film, Brock has a tattoo, which is something the character has in common with the actor. "I do have that tattoo, that same tattoo that says 'me,' it's still there. I was very method at the early stages of my career."

FUN FACT: Prinze Jr. and Lillard would go on to work together again in the live action Scooby Doo films (2002/2004)

Paul Walker: She's All That cast

CHARACTER PLAYED: Dean Sampson

BORN: September 12, 1973 in Glendale, California.

DIED: November 30, 2013 in Santa Clarita, California in a car crash. He was 40 years old.

BEST KNOWN FOR: The Fast and the Furious franchise (2001, 2003, 2006, 2009, 2011 and 2015), Running Scared (2006) and The Lazarus Project (2008).

PERSONAL: Walker had one child.

THOUGHTS ON SHE'S ALL THAT: When reflecting on Walker, Cook revealed, ""I think I remember that Paul, rest in peace, went on some dates with Jodie [Lyn O'Keefe's] stand-in."

FUN FACT: At the end of film, when Dean (Walker) convinces Zack (Prinze Jr.) to go naked to graduation, Prinze Jr. wasn't really nude and instead wore a lot of carefully placed clothes.

Jodi Lyn O'Keefe

CHARACTER PLAYED: Taylor Vaughan

BORN: October 10, 1978 in Cliffwood Beach, New Jersey.

BEST KNOWN FOR: Nash Bridges (1996 to 2001), The Scare Hole (2004), Prison Break (2007 to 2009), The Vampire Diaries (2014 to 2017) and Hip Hop Family Christmas (2021).

PERSONAL: O'Keefe used to study tap and ballet.

THOUGHTS ON SHE'S ALL THAT: There is a dance off, but apparently filming it wasn't always fun to shoot. “[The prom scene] felt like Groundhog Day, like we never actually left a prom, because we were there for so many days in a row. I think by the time we were all done with that scene, if we never heard ‘Funk Soul Brother’ again, we’d be OK. By the end of it, not one of us could stand hearing that song anymore, because we just heard it over and over and over and over again for the longest time.”

FUN FACT: O'Keefe was a regular on the show The Vampire Diaries, which also starred Cook's ex-husband, Daniel Gillies.

Dulé Hill: She's All That cast

CHARACTER PLAYED: Preston

BORN: May 3, 1975 in Orange, New Jersey.

BEST KNOWN FOR: The West Wing (1999 to 2006), Psych (2006 to 2014), Psych: The Movie (2017, 2020 and 2021), Suits (2017 to 2019) and The Wonder Years (2021 to 2023).

PERSONAL: Hill was married to Nicole Lyn from 2004 to 2012. Then he married Jazmyn Simon in 2018; the couple have two children together.

THOUGHTS ON SHE'S ALL THAT: Turns out the cast was close off screens too, with Hill saying, "That group was like a family. Overall, there were a lot of people I stayed close to ... When I found out about Paul's passing, it gave me a jolt, because we were peers. For a light to be taken out like that from that family, it brings you back for a second. It reminds you of how precious and fleeting our journey is on Earth."

FUN FACT: Hill and O'Keefe would go on to work together again in the hit show Psych.

Gabrielle Union

CHARACTER PLAYED: Katie

BORN: October 29, 1972, in Omaha, Nebraska.

BEST KNOWN FOR: Goode Behavior (1996), Sister, Sister (1997), 10 Things I Hate About You (1999), Bring It On (2000), Think Like a Man (2012), Being Mary Jane (2013-2019) and The Perfect Find (2023).

PERSONAL: Union was married to Chris Howard from 2001 to 2006. Then she married Dwyane Wade in 2014 and they have one child together.

THOUGHTS ON SHE'S ALL THAT: Much like a lot of the cast, Union was saddened by Walker's passing, saying, "He was so beautiful; he'd walk in and every head turned — men and women. And he had this super disarming, chill surfer smile. We'd just sit at the bar for hours, having a beer and cracking up. It's those little things that you take for granted."

FUN FACT: This is the second film Union starred in that was based on a play in 1999. The first was 10 Things I Hate About You, which was a remake of Taming of the Shrew. She's All That, as noted, is based on Pygmalion.

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