1. Before Freddie Prinze Jr. and Rachael Leigh Cook snagged the roles of Zack Siler and Laney Boggs, manager Robert Iscove talked to respective up and coming actors. 

"I retrieve talking to Josh Hartnett for the relation that Freddie did, and beauteous overmuch anybody who was young and either successful a deed TV amusement oregon starting to interruption successful features," helium told The Daily Beast in 2014. "We went done a cardinal girls for Rachael's part—from Leelee Sobieski to Mena Suvari to Jordana Brewster."

2. After Prinze was formed arsenic the precocious schoolhouse president and prima athlete, the quality was somewhat rewritten.

"I made him a small sweeter astir apt than helium was primitively written and that allowed a spot of vulnerability there," Prinze explained to Today, "so that erstwhile helium did messiness up but helium felt atrocious for it, radical gave him immoderate sympathy alternatively than saying, 'Ahh, he's a jerk!'"

3. Cook recalled Prinze struggling to movie the climactic country successful which Laney confronts Zack, asking, "Am I a f--king bet?!"

"He was benignant of affectional successful that moment," she revealed to Today, adding that she remembered "he was benignant of choked up and that was decidedly the cutest happening I'd ever seen."

4. In 2013, contention ignited erstwhile M. Night Shyamalan alleged helium "ghost-wrote" the script, a assertion credited screenwriter R. Lee Fleming Jr. vehemently denied. But, according to Jack Lechner, who served arsenic Miramax's caput of improvement successful the precocious '90s, neither writer is wrong.

"He did a coagulated rewrite," Lechner told Entertainment Weekly of Shyamalan's contribution. "He made it deeper, made the characters richer."

Specifically, shaper Richard N. Gladstein told E! News, The Sixth Sense auteur's tweaks "helped enormously with the narration with Kevin Pollak [who played Laney's father, Wayne]," but that the publication "was beauteous overmuch done" by the clip it made its mode to him.

5. While it became 1 of the astir memorable scenes successful the movie, Cook admitted to feeling "self-conscious" portion filming Laney's slo-mo locomotion down the stairs to uncover her makeover to Zack. 

"There were 2 of that dress. We needed a stunt treble formal for the country wherever I had to tally retired and autumn down successful the driveway," Cook explained to Entertainment Tonight. "One formal felt a bully size smaller than the different one. Apparently the [main dress] was not available, truthful I'm successful the 2nd formal conscionable going similar [holds breath] to get down the stairs. Just without breathing. Say immoderate words and past we'll beryllium done!"

6. Costume designer Denise Wingate explained to Interview magazine wherefore Laney had to beryllium wearing reddish successful that pivotal scene. 

"Up until that constituent her palette was precise drab," Wingate said. "That's wherefore erstwhile she comes down the stairs to conscionable Zach that infinitesimal was much astir the colour than the formal itself. It was this bold connection of her dressing successful a colour that was truthful antithetic than thing we'd seen her successful before."

7. Sorry to burst your bubble, but Prinze admitted to Today that helium needed a treble for Zack's infamous hackeysack show due to the fact that the histrion did, successful fact, fto it driblet galore times. 

"I thought I was going to get bully astatine it, arsenic they said they had a trainer for me. I didn't recognize however agelong it would take," Prinze recalled. "It was the time of and Rob said, hey, we're going to sprout the hackeysack scene.' I was like, 'Man, I tin lone get it 4 times successful a row.' He said, 'I know, don't worry. We've got a satellite champion hackeysacker and helium looks a batch similar you. He's a bully treble for you.'" I was like, 'Oh cool!' And truthful if you ticker the country again, you'll spot your boy…I deliberation I got 3 successful a enactment connected a bully take…so the archetypal 3 are me!"

8. Remember that implicit the apical falafel chapeau Laney had to deterioration astatine her job? "I really asked for a falafel hat, that was my idea," Cook revealed to Today. "So I did that to myself."

9. Matthew Lillard demanded a idiosyncratic trainer earlier signing connected to play Brock Hudson, the MTV world prima fellow of mean miss Taylor (Jodi Lynn O'Keefe). 

"He's like, 'Because I privation to beryllium buff if I'm going to beryllium successful the pool,'" Iscove explained to Cosmo of the actor's request. "And we went, 'OK. You privation to beryllium buff, beryllium buff.' So helium did. He spent 2 months with a trainer and past we did his Real World worldly successful the beginning, which I changeable connected video actually, wherever the remainder of the movie was connected film."

10. "Kiss Me" by Sixpence None the Richer deed fig 2 connected the Billboard Hot 100 aft being featured successful the movie, going to to enactment successful the Top 10 for 16 weeks. In Europe, the movie's rubric was changed from She's All That to Kiss Me. 

11. Rapper Lil' Kim made her acting debut arsenic Alex, 1 of the fashionable girls. "So the rumor got retired that Freddie and I wore Lil Kim's wigs," Cook told E! News. "I truly anticipation Lil' Kim's not watching this due to the fact that that is 100 percent true. I'm sorry, they're magnificent, and they were conscionable there. I'm lone human, of people I was going to enactment connected Lil' Kim's wigs!"

12. A fewer sneaky popular civilization references made their mode into the movie done the main characters' names. Laney Boggs was an homage to 2 of Winona Ryder's roles: Lelaina "Laney" Pierce in Reality Bites and Kim Boggs successful Edward Scissorhands. Zack and Taylor, meanwhile, were references to members of the set Hanson. 

13. Before helium played Jess connected Gilmore Girls, Milo Ventimiglia had a tiny relation arsenic 1 of the J.V. shot players Zack recruits to cleanable Laney's house. 

14. The precocious schoolhouse the movie was filmed astatine is the aforesaid field utilized for Buffy the Vampire Slayer and Beverly Hills, 90210. 

15. Speaking of Buffy, Prinze's aboriginal woman Sarah Michelle Gellar makes a speedy cameo arsenic the precocious schoolhouse pupil who passes connected immoderate caller crushed pepper.

"She was determination visiting Freddie and we asked her if she would travel and bash it, and she said she would travel and bash it, but she wouldn't speak," Iscove told Cosmopolitan. "She wouldn't accidental immoderate lines. OK, we don't cognize wherefore you wouldn't say, 'Thank you,' oregon 'No.' But that was her happening and she did it. And to get Buffy successful the movie was surely [a large deal]—because astatine that point, Buffy was huge."

16. Iscove had to combat to support the now-iconic prom country successful the movie, explaining to Cosmo helium truly "wanted a large creation number" contempt the studio's reservations. The solution: More scenes with Usher, who played the school's D.J. (Hey, it was the '90s!)

"That's wherefore we went backmost and changeable much Usher worldly [of him] saying 'Remember what I taught you successful creation class' oregon whatever," helium said. "We went backmost and changeable much scenes with Usher successful Chicago, which was wherever helium was doing an album, and intercut more."

17. One idiosyncratic who was not blessed with the creation fig was Dulé Hill, who was "pissed that helium wasn't capable to pat dance," according to Prinze.

"Dulé's this world-class tap-dancer," Prinze told The Daily Beast. "When we were shooting the volleyball series astatine the beach, I heard him sliding and tapping his feet connected the wood, and I said, 'Are you pat dancing?' And helium said, 'I'm a hoofer, man.' And that's however we bonded. We started going to this creation workplace successful Hollywood and we'd pat dance. We did it each the time."

18. The fig was choreographed by Adam Shankman, who would spell connected to nonstop A Walk to Remember, The Wedding Planner and Hairspray, among different films. Prinze and Shankman instantly deed it disconnected portion filming the movie, truthful overmuch truthful that helium played a ample relation successful Prinze's 2002 wedding. "The choreographer from She's All That joined my woman and I!" Prinze told Today.

19. In an interrogation with E! News, Cook admitted she "was a small intimidated" by the precocious Paul Walker, who tragically died successful a car crash successful November 2013 astatine the property of 40. "[He] was an awesome actor, but helium didn't enactment actor-y," she recalled.  "He seemed similar a surfer who idiosyncratic picked disconnected the formation and dragged onto a movie set—who happened to beryllium bully astatine acting."

"He wasn't hyper-social, helium benignant of conscionable did his enactment and kept to himself," she added. "I deliberation that I was a small spot intimidated by him—plus he's truly gangly and was ace hot, truthful respect to that. Just, wow."

20. The Internet freaked retired implicit Prinze and Cook's IRL reunion successful 2016, with the second revealing it was Walker's tragic decease that yet inspired their meet-up. 

"I retrieve successful 2013, close aft Paul died very, precise suddenly, reasoning to myself, Wow, beingness is incredibly short. I should scope out, I should accidental hi. He's idiosyncratic who I attraction about, he's idiosyncratic who I would privation to spot again," Cook explained to Today of contacting Prinze. "It had been a cardinal years past and someway it took maine different 3 years aft that to scope retired and say, 'Hey, I cognize we're not day-to-day friends, but it would beryllium large to spot you.' So we caught up implicit an epic java and pastry selection."