Synopsis
Ok its important to note that this is not a good film. Its not even a mediocre film however it does have a small level of entertainment value and should be watched  by all Cruel Intentions fan's at least once so they can appreciate just how good the first one was in comparison.
Cruel Intentions 2 is in actuality not a sequel but rather a prequel. Shortly after the release of Cruel Intentions the producers decided to make a television show based on the film called Manchester Prep. The show was to focus on warring step siblings Kathryn and Sebastian and the kids that attended there privileged Upper East Side prep school. However before an episode arried Fox canceled the show saying they didn't think it would work. Some believe the real reason was because of the reactions of many parent groups after viewing the show. For whatever reason it was canceled so they took the shot footage along with some new racier footage and edited together this movie. More sex scenes, swear words and a different ending were added so as to give the movie an R rating. Also in order for this to make sense two of the characters names were changed. The virginal headmasters daughter was called Annette just like the first film but her named changed to Danielle (same syllables). The naive virgin was named Cecil but in the sequel her named changed to Cherie.
In the first scene of the movie we are introduced to Sebastian Valmont in much the same way we are introduced to him in the original film. However instead of being played by blond haired Ryan Phillippe we get brown haired Robin Dunne. An interesting note: the actors who play the four lead roles have different hair colors than the actors from the original film. I guess it was suppose to show the difference of the show and the movie. Whatever. So as the film starts Sebastian is getting yelled at by the principal for among other things feeding the school mascot an overdose of viagra. The principal tells him he hopes he does better at his next school and Sebastian asks that he not send his transcript along to his next school. No, too bad says the smug principal before sending him off. But just like in the original Sebastian gets the last laugh when the principals pissed off wife calls to yell about the nude pictures of her in the school year book.

Sebastian arrives at his new home (they never say where he is originally from) which he is in awe of. Apparently his mother is in rehab and his father has just married the wealthy Tiffani Merteuil.Upon there first meeting she asks if he would like to pet her kitty. N'uff said about that relationship. He then meets his new sister Kathryn which goes from bad to worse when Sebastian continually shows her up weather in piano playing or vocabulary words. Later sis gives him a warning (while he's in the shower no less) that he is not to mess up the perfect life she has going for herself. Needless to say they don't get along.
The next day at school  while student body president Kathryn is making a speech naive freshman Cecil accidentally chocks on her gum and spits it into Kathryn's hair much to her new step brothers amusement. Sebastian later encounters the headmasters daughter Danielle who he tires to impress by showing up at her work (a used book store) and inviting her for coffee. Sebastian has also somehow managed to switch his transcripts so the dean believes he is a model student.
Meanwhile Kathryn is busy what with blackmailing teachers to get out of gym class and running the Manchester Tribunal. Ok the tribunal, I honestly believe that if this had been a show this would of been an interesting little twist. The Manchester Tribunal is a secret society of sorts that work to weed out the "losers, geeks, and underprivileged." Surprise, surprise Kathryn is the head of this organization which shows student pictures on a screen and they deem them either a loser or a possible allie. Kathryn labels Sebastian a loser ( "I mean he shops at the gap") and Cherie a bug that needs to be squashed.
Danielle warns Sebastian about his new sister but he assures her he can handle Kathryn. It seems he doesn't think it's cool what Kathryn is planning on doing to Cherie but she pays little mind and takes the girl out to a club where she tires to get Court Reynolds (who we find out in the original dumps Kathryn) to seduce her. Cherie fucks it up and Kathryn is forced to be nice to her. After arriving home Kathryn eavesdroppes on Sebastian's phone call to Danielle who he is trying to date. She laughs at his patheticness at trying to get the virgin but he only throws her out.

However Kathryn decides to have a little fun with her new sibling by sending over two naked twins into his shower. Sebastian is of course more than a little titillated  but hardly changed. He still tries to score with Danielle but once again fails when he tries to get physical. Sebastian seeks advice from the servants during a game of poker (it seems the Valmont servants are all foreigners of some sort). When an angry Kathryn arrives she is not amused by the scene and orders everyone to leave. Sebastian basically calls her a snob and she runs off crying, yes crying. Sebastian follows her and is surprised when he finds her in tears. The two come close to being civil until Sebastian gets called away by the phone.You can see how in a television show where the characters have to have some sort of dimensions that this side of Kathryn might have worked however in the movie it just seems out of place.

The next day at school Sebastian finally makes progress with Danielle when they kiss (apparently its her first time). After she leaves Kathryn comes out and laughs at how pathetic the situation is. When she threatens to destroy the relationship Sebastian threatens her which apparently is a no no. Kathryn declares war and Sebastian responds by pushing her face first into the mud. Sebastian arrives home and gets a massage but soon learns it's actually coming from his new step mother who apparently wants to have a close relationship. Sebastian quickly leaves and heads out to see his father who is on a boat handcuffed to a bed with his mistress. A barely amused Sebastian tells the young women he's with that he's married and she runs off. Sebastian leaves his father handcuffed and goes to comfort the women. He once again has to resist temptation when she starts to hit on him.
Sebastian and Danielle go on a date at the park and begin to make out. Sebastian is more than a little perplexed when the she starts to give him a blow job. However her phone soon rings and she leaves him in an uncomfortable situation. Meanwhile Kathryn is stepping up her plan to destroy Cherie. They go riding and Kathryn manipulates the young girl into having an orgasm on a horse. This by the way was the scene that apparently made the network pull the plug on the show
Blaine (who in this version looks more like a surfer dude) gives Kathryn some interesting information on Sebastian. Before he can leave to see Danielle Kathryn shows up in a black nightie with his real transcript and is apparently impressed. She offers a partnership which Sebastian scoffs at, at first but then finds himself being drawn in by Kathryn. The step siblings start making out but before he can get his pants off Sebastian's conscience kicks in and he runs out saying she can't corrupt him. Kathryn smirks and makes a phone call to Danielle.
Sebastian shows up at Danielle's and she asks it he believes in there love. Of course he says. She smiles "because I sure as hell don't." At that point Kathryn comes out of the closet and the scheme is revealed. Apparently Danielle had been working for Kathryn the whole time in an effort to destroy Sebastian. However all is not bad for Sebastian when the two girls offer to let him join them ("two's company, three's a fuckload of fun."). Of course Sebastian thinks what the hell and with that we are lead to believe that, the real Sebastian was born. The final scene is Sebastian getting his journal (a present from Danielle) and seducing Cheri in the back of a limo.
Like I said earlier it's not a great film but it does have it's good points. Although the actors aren't nearly as good as Sarah Michelle Gellar, Ryan Phillippe, Reese Witherspoon, or Selma Blair they are interesting to watch specifically Robin Dunne and Amy Adams as Sebastian and Kathryn. Also they look more like high school students.

There are some interesting things that this film brings up (that would most likely been better explored in the television show) that were never addressed in the film. One being the parents which basically points out what you already guessed which is the apple doesn't far fall from the tree. Edward Valmont is exactly what you would picture Sebastian's father to be, a charming womanizer. The Tiffani/Kathryn relationship is more interesting. We are lead to believe that with Tiffani's constant criticizing Kathryn has been pushed to be the ultimate bitch. Although she later tells Sebastian she doesn't want to be anything like her mother.

There are the occasional good scenes in the film including the ending (which you would probably consider either the best or worse part of the film-it's obviously tacked on in order to explain how Sebastian went from a nice guy to the guy we see at the start of
Cruel Intentions), Cheri's constant humiliation of Kathryn, and of course the Kathryn/Sebastian scenes.

Unfortunately there's more bad than good. First and foremost the way Sebastian is portrayed seems almost like an insult to the original character. In the original we are lead to believe that Sebastian most likely had money all his life yet in this version he doesn't (if anything in the original it's Kathryn's mother who was the gold digger not the other way around). In
Cruel Intentions he is a cold, intelligent, manipulator who is changed when he falls in love. This movie portrays him as a good guy who gets manipulated into acting that way. It just plain doesn't make any sense. The film also suffers from too many added shock scenes like the naked twins and the horse scene. There's no point to them. Also the scene that bugged me to no end was when Kathryn is trying to bond with the Vietnamese maid but comes off like an air headed idiot. It's probably the farthest out of character they could have taken her.

Whatever problems the movie might of had I still think this would of made a good television show. It would of been the perfect foil for all those angsty Dawson's Creek like shows but I guess we'll never know. Although most people were largely disappointed by it the film is worth checking out if your a true Cruel Intentions fan if only to see what might have been.
Cast & Crew
Robin Dunne...Sebastian Valmont
Sarah Thompson...Danielle Sherman
Keri Lynn Pratt...Cheri Crayman
Amy Adams (III) .... Kathryn Merteuil 
Barry Flatman .... Headmaster Sherman 
Mimi Rogers .... Tiffany Merteuil-Valmont  Teresa Hill .... Lilly 
Barclay Hope .... Mr. Felder 
Tane McClure .... Bunny Crayman 
David McIlwraith .... Edward Valmont 
Jonathan Potts .... Asst. Headmaster Steve Muller
Caley Wilson .... Blaine Tuttle 
Deanna Wright .... Penny Cartwright 
Clement von Franckenstein .... Henry  Sh�ko Akune .... Mai-Lee 
Hans Schoeber .... Gunther 
Nico Guilak .... Fred (as Nicholas Guilak) 
Christopher Davidson .... Gordon Anderson  Andrew Kraulis .... Court Reynolds 
Ian D. Clark .... Principal Ed Freeman 
Jillian Hart .... Delores Freeman 
Blair Williams .... Henry 
Judy Sinclair .... Mrs. Gagin 
David Fujimo .... Mr. Nago 
Jessica Morton .... Waitress 
Jeannette Sousa .... Saleswoman 
Miranda Reeves .... Principal Sherman's Assistant  Virginia A. Frost .... Elderly Lady 
Annie Sorell .... Gretchen 
Alicia Lor�n .... Sarah (as Alicia Sorell) 
William Lasselle .... Teacher 
Janaya Stephens .... Cab Driver   
Kristin Booth .... Lauren (uncredited) 
Stephanie Cameron .... Beth 
Emmanuelle Chriqui  (scenes deleted) 
Rel Hunt .... Nigel Danby (scenes deleted)  Katherine Ann McGregor .... Professor Landau 
Produced by
Roger Kumble .... executive producer
Neal H. Moritz .... executive producer
William Tyrer .... executive producer
Heather Zeegen .... producer

Cinematography by
James R. Bagdonas 

Casting by
Jennifer Fishman 
Amy McIntyre Britt 

Set Decoration by
Pierre M. Munha   (uncredited)

Makeup Department
Brandon Waggoner .... hair stylist

Production Management
Marc Dassas .... unit production manager

Art Department
Greg Finnin .... property master
Claudia Gilligan Ivanjack .... paint foreman (as Claudia Gilligan-Ivanjack)
Tom Ivanjack .... head paint foreman
Pierre M. Munha .... set dresser (uncredited)

Sound Department
Skip Adams .... sound editor
Allan Byer .... sound mixer: New York
Paul Drenning .... adr mixer
Kyle Rochlin .... foley mixer
Alfredo Viteri .... utility sound: New York
Karl Wasserman .... boom operator: New York

Filmography
Roger Kumble (Director)

The Sweetest Thing (2002)
Cruel Intentions 2 (2000) (TV)
      ... aka Cruel Intentions 2: Manchester Prep (2000) 
Cruel Intentions (1999)
      ... aka Sexual Provocation (1999) (Belgium: English title)
Provocateur (1996)
      ... aka Agent provocateur (1996) (Canada: English title: video title)
Senior Trip (1995)
      ... aka National Lampoon's Senior Trip (1995)
Unveiled (1994)
Robin Dunne (Sebastian)

"As If" (2002) TV Series .... Alex
  American Psycho II: All American Girl (2002) .... Brian
  Skulls II, The (2002) (V) .... Ryan Sommers
  Circle, The (2001/I) .... Alex Desineau
  Colder Kind of Death, A (2001) (TV) .... Eric Matthews
  Roughing It (2001) (TV) .... Young Samuel Clemens
  Wandering Soul Murders, The (2001) (TV) .... Eric Matthews
  Class Warfare (2001) (TV) .... Richard Ashbury
  Au Pair II (2001) (TV) .... Michael Sennhauser
  Jewel (2001) (TV) .... Wilman (Age 18-26)
  Borderline Normal (2000) .... Jeremy Walling
  Cruel Intentions 2 (2000) (TV) .... Sebastian Valmont
      ... aka Cruel Intentions 2: Manchester Prep (2000)
  Trapped in a Purple Haze (2000) (TV) .... Brian Hanson
  "Little Men" (1998) TV Series .... Franz Bhaer
   Fence, The (1998) .... Tomas
  Strike! (1998) (uncredited) .... Todd Winslow
      ... aka All I Wanna Do (2000) (USA: new title)
  Teenage Space Vampires (1998) .... Bill
  Big Hit, The (1998) .... Gump
      ... aka Warheads (1998) (Asia: English title)
  "My Life as a Dog" (1996) TV Series .... Kris Johansson
   Husband, a Wife and a Lover, A (1996) (TV) .... Bruce
      ... aka Strange Affair, A (1996) (TV)
  Brothers' Destiny (1995) (TV) .... Clay Berry
      ... aka Long Road Home (1995) (TV)
      ... aka Road Home, The (1995) (TV)
  Jungleground (1995) .... Pretty Boy
  Love and Betrayal: The Mia Farrow Story (1995) (TV) .... Fletcher
  Against Their Will: Women in Prison (1994) (TV) .... Scott
      ... aka Against Their Will (1994) (TV)
  "Table for Two" (1995) playing "Himself" 2004
  "Dawson's Creek" (1998) playing "AJ Moller"
Sarah Thompson (Danielle)

Going to California" (2001) TV Series
Cruel Intentions 2 (2000) (TV) .... Danielle Sherman
      ... aka Cruel Intentions 2: Manchester Prep (2000)
"Boston Public" (2000) TV Series .... Dana Poole
Wake In Providence, A (1999) .... Erica
Ice Storm, The (1997) .... Beth


  
Keri Lynn Pratt (Cherie)

"Class of '06" (2002) TV Series .... Patty
Dead Above Ground (2002) .... Kelly Britton
America's Sweethearts (2001) .... Leaf Weidmann
Cruel Intentions 2 (2000) (TV) .... Cherie Crayman
      ... aka Cruel Intentions 2: Manchester Prep (2000)
Smokers, The (2000) .... Lisa Stockwell
Wirey Spindell (1999) .... First Date
Drive Me Crazy (1999) .... Dee Vine
"Maybe It's Me" (2001) playing "Kimberly Fitch"
"Going to California" (2001) playing "Elisabeth Beamis"
"C.S.I.: Crime Scene Investigation" (2000) playing "Anna Leah" i
"That '70s Show" (1998) playing "Tiffany"
"ER" (1994) playing "Audrey Hoffman, Miss Skokie"
"Sabrina, the Teenage Witch" (1996) playing "Lynn"
Amy Addams (Kathryn)

Catch Me If You Can (2002) .... Brenda
Serving Sara (2002)
Pumpkin (2002)
Slaughter Rule, The (2002) .... Doreen
Cruel Intentions 2 (2000) (TV) .... Kathryn Merteuil
      ... aka Cruel Intentions 2: Manchester Prep (2000)
Psycho Beach Party (2000) .... Marvel Ann
Drop Dead Gorgeous (1999) .... Leslie Miller
      ... aka Gnadenlos sch�n (1999) (Germany)
"Smallville" (2001) playing "Jodi"
"Buffy the Vampire Slayer" (1997) playing "Beth Maclay"
"Providence" (1999) playing "Rebecca" i
"Zoe, Duncan, Jack & Jane" (1999) playing "Dinah"
"Charmed" (1998) playing "Maggie Murphy" i
"That '70s Show" (1998) playing "Kat Peterson"
Trivia
* Cruel Intentions was originally a Fox televison show called Manchester Prep but it was cancelled before it aired

* After it was cancelled Sebastian's line "god we sound like a cancelled television series" was added to the film.

*  Manchester Prep was suppose to air on Fox in the late fall of '99. The scene were Cherie orgasms on the horse, outraged someone in Fox, one of the reasons for cancelling. A lot of dialogue was added, to make it feel dirty like how the original was. You can tell which dialogue was added because when Kathryn calls Danielle, she is actually saying Annette, the same goes with Cherie (who is Cecile) Sarah Thompson's Character, Danielle suddenly has a urge to be bad in the second part, while in the first she was like an innocent school girl.
* The trailer (that's included with the DVD release) features a lot of scenes that were originally recorded for the TV series and never show up in the movie including a story line involving Kathryn taking down one of her rivals played by Sarah Lancaster.

* The original Pilot episode (supposed to air on Fox, late fall of 1999), had a lot of differences which include:

    * Sarah Thompson's character was actually Annette Hargrove but is now called Danielle Sherman.

    * Keri Lynn Pratt's character was actually Cecile Caldwell, but is now called Cherie Crayman.

    * A less harsh dialogue which wasn't included in the scene where Kathryn talks to Cherie (Cecile) in the night club about Court fucking her.

    * The beginning of the intro was shorter.

    * A different score was used

    * The shower scene was shorter.

    * Pictures in the Kama Sutra Book were not shown.

    * Language was toned down for television.

    * A subplot of Denna Wright's character, Penny Cartwright who was a friend of Annette, but befriended her by being friend with Kathryn.

    * The Tribunal members had tatoos.

    * The scene where Kathryn and Sebastian make out in the end, was an original piece from the pilot where, Kathryn seduces Sebastian with her revealing red night gown (seen in the beginning) which leads to a different ending, were Sebastian forgets about Annette's 'study date' and Annette turns him down.
* Cruel Intentions 2 was filmed in Main Street, Newmarket, Ontario, Canada
and New York City, New York, USA.

* The first three episodes of Manchester Prep were called (Pilot)
  Pretty in Plaid and Disfunction Junction

* Sean Patrick Thomas who played Ronald in the first film was cast as Todd Michaels but the show was cancelled before he began filming.
* Before it was released on video Cruel Intentions 2 was first shown on Cinemax.

* Amy Adams who played Kathryn was  in the Buffy the Vampire Slayer episode Family as Tara's cousin. She apperared with Sarah Michelle Gellar who played the original Kathryn.

* After Manchester Prep was cancelled Robin Dunne appeared on Dawson's Creek as Joey's college boyfriend and Pacey's rival. Pacey is played by Joshua Jackson who played Blaine Tuttle in Cruel Intentions.

* Robin Dunne also played the lead role in The Sculls 2 which was produced by Neil Moritz who produced Cruel Intentions. Joshua Jackson had the lead in the original.
*~ Quotes ~ *
Sebastian: It's really a great thing she's doing for the community, censoring books and all. That Catcher In the Rye novel really screwed me up.

Sebastian: What a precious little...kitty
Tiffani: Would you like to pet her?

Kathryn: I always wanted a brother but they were all sold out of them at Bloomingdales.

Kathryn: As your new leader I promise to do my best to weed out the losers, geeks and underprivliaged and toss there fat ass's out of our school
Kathryn: He's a total loser. I mean he shops at the gap.
Tribunal: Eww!

Kathryn: Nice first day retard?
Sebastian: It was great this uptight bitch got gum stuck in her hair.
Kathryn: Touche

Sebastian: Careful Kathryn, I'm better at this than you.

Sebastian: It's like dinner at the Addam's family.

Kathryn: So what's on the agenda, matinee of the Lion King?

Sebastian: Well this has been fun but unfortunately I have some work to do and you have to go throw up. (Throwing her out of the room) After all that was a very big salad you had for dinner.
Kathryn: Have you been spying on me?
Sebastian: Oh my god I ate a cruton (gagging sound).

Sebastian: (to crying maid) What is this Ben Hur? Do they beat you here?

Twin: As the school motto goes, if you don't snort it suck it.

Kathryn: It's like they say, the best laid plans sometimes suck.

Sebastian: No one's this mean unless there's a whole bunch of pain and suffering behind it.

Tiffani: There's a new student at Manchester Cherie Crayman.
Kathryn: Did she die?


Tiffani: You seem tense Sebastian.
Sebastian: Yeah you would be too if you were failing gym.

Sebastian: bed already?
Edward: (handcuffed to bed) just a cat nap. (Sebastian looks in closet) What are you doing?
Sebastian: Oh just looking for the cat.


Sebastian: I have an oral report due in the morning.
Lilly: Oh I'm great at orals.

Sebastian: Morning.
Old Woman: Bite me rich boy!


Sebastian: The school virgins at home alone with her pussy and I'm taking her to see Dawson. God I've become a total fag!

Sebastian: Is there any line you won't cross?
Kathryn: Only one...never in the but.
Sebastian: That's a good line


Kathryn: The Brady's never had it so good.

Sebastian: Yes I beleive in out love.
Danielle: Because I sure as hell don't.


Kathryn: You didn't really think you were going to win did you?

Kathryn: You know what they say, two's company three's a fuck load of fun.


DVD
Special Features

* Digitally Mastered Audio & Video

* Widscreen and Full Screen Presentations

*Feature Audio: English 5.1

* Subtitles: English, Chinese, Korean, Thai
* Bonus Trailers:
Cruel Intentions 2, Cruel Intentions, Whipped, Girl, Loser, Center Stage, Groove.

* Interactive Menus

* Scene Selections

* Talent Files
Scene Selections

1. Start
2. Sebastain meets Kathryn
3. Dinner with the family
4. Stepsibling rivalry
5. Danielle
6. Gummed-up speech
7. Jekyll & Hyde themes
8. Minor Seduction
9. GREAT BOOKS
10. Manchester Tribunal
11. 15-minute break
12. 69
13. Out at first
14. Psycho stepsister
15. Kissing cousins
16. Real feelings
17. Worshiping Kathryn
18. Poker party
19. Street performance
20. A lot in common
21. Poor lovesick girl
22. "This means war!"
23. Massage time
24. School fundraiser
25. Tall in the saddle
26. Rushing things
27. Playing with fire
28. Share & share alike
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