长相帅气成绩优异的扎克(小弗雷迪·普林兹 Freddie Prinze Jr. 饰)是学校里众人羡慕的对象,可即便是他,也有着说不出的烦恼和困惑。女友泰勒(乔迪·琳·欧基菲 Jodi Lyn O'Keefe 饰)竟然向处处都不如自己的布洛克(马修·里沃德 Matthew Lillard 饰)暗送秋波,这让扎克无法接受。 为了争回一口气,扎克放出了狠话,声称自己可以将任何女孩调教得风情万种,没想到,当他要调教的女孩兰妮(瑞切尔·蕾·库克 Rachael Leigh Cook 饰)出现在眼前时,扎克却傻了眼。兰妮是个声名远扬的怪胎,她不仅打扮老土,脑子里更是装了一堆乱七八糟的怪点子,要将这样的女孩在短时间内变成一个万人迷,扎克面临着极大的挑战。She's All That is your typical high school prom king and queen story and the run in defending the star status in the upcoming election. High school hottie, Zack Siler is dumped by his prom-queen girlfriend, the equally attractive and extremely popular, Taylor Vaughan who fell for a second-hand world reject TV soap star who she met over the spring break. Having been publicly dumped, Zack defends his discomposure by stating that Taylor is all make-up and wonder-bra and he can make any ordinary girl a prom queen with a similar package. His high-school buddy, Dean Sampson, engages him in a bet following this statement and picks the geeky looking Laney Boggs out of the crowd as the girl Zack must transform into the new prom queen. Zack agrees since he has no option, but as time passes and Laney begins to transform, Zack begins to find her attractive. While all that falls beautifully in place, it's not your typical fairy-tale. Throw in Dean Sampson to complicate the situation, as when he first made the bet he never thought that Zack could rise to the challenge but looking at how Laney has transformed, it looks like Zack could be on a winning streak.