He’s All That is the gender-swapped remake of the 1999 rom-com She’s All That, and there are a couple of differences between them beyond the gender swap. Romantic comedies continue to be a genre loved by the audience, and it hasn’t been safe from the current trend of reboots and remakes. One of the latest titles to get the remake treatment is She’s All That, directed by Robert Iscove, but it didn’t get an expected remake, as the writers decided to give it a twist by gender-swapping its main characters and, of course, bringing it to a more modern setting.

She’s All That tells the story of Zack Siler (Freddie Prinze Jr.), the most popular guy in high school who is dumped by his equally popular girlfriend, Taylor (Jodi Lyn O’Keefe). As Zack claimed Taylor was replaceable, he makes a bet with his friends that he can turn any random girl in school into prom queen, and their target is Laney Boggs (Rachael Leigh Cook), a solitary, unpopular art student. Zack takes on the challenge, but he ends up developing feelings for Laney. She’s All That received mixed reviews from critics, though they did praise the performances of the main cast, and while recent revisions have pointed out the many problems in the story, it continues to be a favorite of the audience.

Related: Is Netflix He's All That Connected To She's All That?

Now, 22 years later, a gender-swapped remake arrived, titled He’s All That. Directed by Mark Waters (Mean Girls), He’s All That follows Padgett Sawyer (Addison Rae), a social media influencer who after her break-up goes viral, makes a bet with her friends to turn a regular boy from school into prom king. Their target is Cameron Kweller (Tanner Buchanan), an antisocial student with an affinity for photography and horses. He’s All That follows the basic premise of the original movie, but it also has some big differences, not just because of the gender swap and the modern setting, but also in the story itself. Here are the biggest differences between She’s All That and He’s All That and which version is better.

Zack Siler & Padgett Sawyer’s Family Backgrounds

Anna and Padgett talking at their kitchen in He's All That

Zack and Padgett are the most popular students in their respective high schools, with the best grades, and a pretty much impeccable reputation, but their family backgrounds are very different. Zack comes from a rich family and falls into a teen-movie cliché as his father wants him to go to the same university as him to pretty much follow his steps, while Zack has other aspirations and has already been accepted in other prestigious universities. Padgett, on the other hand, lives a double life. While she’s a successful social media personality, her life at home is very different. Padgett lives with her mom (played by Rachael Leigh Cook) in a house far from the wealthy lifestyle she shows on social media, and she partners with brands and more in order to be able to pay for her college education, as it’s not enough with what her mother earns as a nurse.

Laney Boggs & Cameron Kweller’s Family Backgrounds

Brin sits with her laptop in Hes All That

Just like Zack and Padgett, the family backgrounds of Laney and Cameron are very different. Laney wasn’t poor but she wasn’t wealthy like Zack, with her father having his own pool-cleaning business and her working at a fast-food restaurant to help with expenses. Laney lived with her father, Wayne (Kevin Pollak), and younger brother Simon (Kieran Culkin), and her mom died years prior to the events of She’s All That after a battle with cancer. Cameron’s family background is similar to Janey’s to an extent, but the big difference is that he didn’t struggle financially at all. Cameron lives with his grandmother and younger sister Brin (Isabella Crovetti), as their mother passed away and their father moved to Sweden, and sends them care packages from time to time. Both Laney and Cameron’s lives are marked by the tragedy of losing their mothers, but their situations and how they handled them are very different.

Zack & Taylor vs Padgett & Jordan

Freddie Prinze Jr and Rachel Leigh Cook in She's All That.

The trigger of both stories and what leads Zack and Padgett to accept the bet is their breakups, which also happened under very different circumstances. Zack was dumped by Taylor following Spring Break, where she met reality TV star Brock Hudson (Matthew Lillard) and broke up with Zack when they went back to school. Just like Padgett, her boyfriend Jordan Van Draanen (Peyton Meyer) is a social media influencer, and because of that, their breakup ended up going viral, as Padgett caught him cheating on her with a dancer named Aniston (Vanessa Dubasso). A very important difference between Taylor and Jordan is that Taylor was already as popular (or even more) as Zack, which is implied to be the reason why they were together (the cliché of popular boy dating the popular girl), whereas Padgett claims to have “created” Jordan, suggesting he was a “nobody” until they got together and she made it into a social media star.

Related: What Happened To Freddie Prinze Jr.

The Actual Bet

Zack in his honor cord and cap at graduation in She's All That

The point of the bet was for Zack and Padgett to turn an unpopular student into prom queen and king, but the motivations behind each bet aren’t the same. As mentioned above, Taylor was already popular, and Zack mentions that she’s nothing but an illusion, as without all the “attitude and makeup” there’s nothing special left in her. Zack’s point was to prove that Taylor is replaceable and that “with the right look and the right boyfriend” any girl could be prom queen, prompting Dean (Paul Walker) to come up with the bet. Dean chose Laney, and so Zack had six weeks to turn her into prom queen. Padgett’s point was to prove that she could make anyone popular, as she did with Jordan, who she basically “made” him as “makeovers are her thing”, and through this, she wanted to get her sponsors and followers back. Of course, both Zack and Padgett lost their bets, with Zack honoring the terms of it and appearing nude on stage during their graduation ceremony, while Padgett only had to get a “loser” tattoo, which Cameron also got.

Dean & Alden’s Motivations

Alden smiles mieschievously in He's All That

The antagonists in She’s All That and He’s All That are two people close to Zack and Padgett: Dean and Alden (Madison Pettis). After seeing Laney’s makeover, Dean decides to go after her just to mess with Zack and ends up going to the prom with her after revealing the bet in front of her and Zack. Alden, on the other hand, just wanted to take the title of prom queen away from Padgett, which is why she live-streamed Padgett and Jordan’s breakup and revealed the bet to Cameron, who she had no interest in. Most importantly, Alden went after Jordan once he broke up with Aniston, as her plan was to become prom queen alongside him. Dean never went after Taylor following her breakup with Brock, and he just wanted to mess with Zack rather than become prom king, unlike Alden. When it comes to the prom, Dean went with Laney, Zack with his sister Mack (Anna Paquin), and Taylor waited for Zack and ended up clinging to him once at the prom, while Alden and Jordan went together, Padgett went alone, and Cameron didn’t show up until the end of the movie where he arrived at school in a horse, but he didn’t take part in the prom.

Why She’s All That Is Better Than He’s All That

Laney and Zack at the beach in She's All That

Although She’s All That is not a perfect movie, and viewers have pointed out its many flaws for years, especially when it comes to tropes like “beautiful all along” and its misleading and potentially toxic message, in the battle with its gender-swapped remake, it stands as the winner. Even with all the clichés and stereotypes, She’s All That is a better story than He’s All That and is ultimately more relatable than the latest version. Viewers can connect a lot easier with Zack and his personal struggles as well as Laney’s than with Padgett’s double life, of which one was all about luxury, and Cameron’s somewhat “privileged rebel” position, as he wasn’t exactly struggling like Laney was. Padgett was also an unlikeable character who was using Cameron to get back her sponsors, followers, and fame, and while the writers attempted to justify this with Padgett saving for college, it isn’t enough for the audience to choose to be on her side. Zack, on the other hand, quickly shows there’s a lot more to him than being the popular guy in school, and the audience roots for him and Laney from the beginning.

One of the biggest mistakes He’s All That made was having Padgett make everything about her, minimizing the personal tragedies of Cameron and Brin. In an effort to make amends with Brin and thus Cameron, Padgett tells Brin she knows they have lost a lot but she recently lost “so many things”, which definitely doesn’t help the character connect with the audience, whereas Zack never played that card with Laney and was actually supportive of her and listened to her when she needed it. He’s All That lacked the charm of She’s All That and didn’t do anything to improve in the areas where the original movie stumbled, instead packing it with current references that felt forced in a failed attempt to appeal to a younger audience. Although both Zack and Padgett learned a valuable lesson at the end of their stories, Zack and Laney are a much more believable pair and one that viewers rooted for, while Padgett and Cameron didn’t fully feel like a good match, and even after everything they went through, Padgett didn’t change much. He’s All That serves its purpose of entertaining, but it won’t have the long-lasting impact that She’s All That had.

Next: He's All That Ending Explained