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Leigh Ann Watson (Katie Holmes) is salutatorian when she needs to be valedictorian to get her scholarship to Harvard. The only class she is worse than the leader in is history, taught by Mrs. Tingle (Dame Helen Mirren), and the teacher hates her. When an attempt to get ahead in Mrs. Tingles class goes awry, mayhem ensues and friendships, loyalties, and trust are tested by the teachers intricate mind-games.
The naive, but very bright, Leigh Ann Watson (Katie Holmes) is a senior who is one point from being her class valedictorian and from getting a scholarship to Harvard. That one thing in her way is her sly History teacher, Mrs. Eve Tingle (Dame Helen Mirren). Mrs. Tingle is the teacher of a cutthroat class, in which Leigh Ann is getting a "C". The schools outcast, Luke Churner (Barry Watson), snatches Tingles upcoming test answers and delivers them to Leigh Ann. Mrs. Tingle finds them in Leigh Anns bag and reports it to the Principal, who, luckily, was not present. That night, Leigh Ann; her friend, Jo Lynn Jordan (Marisa Coughlan); and Luke visit Mrs. Tingles house to reason and confront her. The conversation ends in a deadly accident. Leigh Ann and her friends clean up the place and carry Mrs. Tingles unconscious body to her bed and tie her up. She wakes up and the three students try and compromise, but does Mrs. Tingle just want to loosen them up before her own attack?
Helen Mirren
Mrs. Tingle
Marisa Coughlan
Jo Lynn Jordan
Katie Holmes
Leigh Ann Watson
Jeffrey Tambor
Coach Wenchell
Barry Watson
Luke Churner
Liz Stauber
Trudie Tucker
Michael McKean
Principal Potter
Molly Ringwald
Miss Banks
Vivica A. Fox
Miss Gold
John Patrick White
Brian Berry
Robert Gant
Professor
Harvey Silver
Roger
Charlie Anderson
Student
John Embry
Student
Cameron Glenar
Student
Alan Heitz
Student
Cherie Johnson
Student
Louis Raphael Jones
Student
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