A raunchy black comedy owing more to the outsized sexuality and sledgehammer satire of Russ Meyer than the savvy manipulation of teen-film deity John Hughes, 1999's Cruel Intentions stood out as one of the smartest and meanest comedies of the recent teensploitation craze. Writer-director Roger Kumble snagged a television spin-off deal for his film before it even hit theaters, but the film's healthy box-office take and Kumble's participation couldn't keep the show, titled Manchester Prep, from getting canceled before it ever aired. Now, in an act of shameless opportunism worthy of its scheming protagonists, the pilot has been renamed, filled out with gratuitous nudity and profanity, and repackaged as an R-rated, feature-length Cruel Intentions prequel. Cruel Intentions 2 is less an extension of the original than a loose remake, with its tortured playboy protagonist (Robin Dunne, replacing Ryan Phillippe) again forced to choose between true love (in the form of virginal Sarah Thompson) and the cold-hearted manipulation of stepsister Amy Adams. Dunne makes for a far more affable antihero than Phillippe, playing the character less as a vicious seducer than as a basically decent young man with an overactive libido and a healthy sense of mischief. Thankfully, Adams more than compensates for the meanness void Dunne leaves unfilled, tearing into her alpha-bitch role with vicious glee largely missing from Sarah Michelle Gellar's sterile take on the character. As before, the more sincere, romance-oriented aspects of the plot fall a little flat, but Kumble wisely pushes Thompson and Dunne's relationship into the background while retaining the free-flowing nastiness that made Cruel Intentions such trashy fun. Cruel Intentions 2 doesn't make much of a case for Manchester Prep as a lost television masterpiece. But its harsh wit and irreverent tone suggests that it could have replaced Melrose Place as the guilty pleasure of choice for junk connoisseurs who prefer their soap operas mean-spirited, heartless, and happily amoral.