Cruel Intentions 2 (also known as Cruel Intentions 2: Manchester Prep or simply as Manchester Prep) is a 2000 American comedy drama film written and directed by Roger Kumble, and starring Robin Dunne, Sarah Thompson, Keri Lynn Pratt, and Amy Adams.

Due to the cancellation, the two completed episodes were edited together into a film retitled Cruel Intentions 2, and sexual content scenes involving nudity were added for the DVD release.

Troublemaker student Sebastian Valmont is transferring to Manchester Prep following his father's new marriage to a wealthy divorcée.

Upon his arrival in New York City, Sebastian discovers the wealth of his new family and first meets his deceitful and determined stepsister Kathryn Merteuil.

She is saved by the quick action of Danielle who performs the Heimlich, allowing her to expel the gum, which flies into Kathryn's hair.

Defeated, Sebastian states "if you can't beat them, join them", leading to a threesome with Danielle and Kathryn, followed by an alliance of the three to dominate and manipulate others.

After the driver offers Cherie a ride, Sebastian takes photographs of her and they eventually have sex, while in the front seat, Kathryn and Danielle exchange glances before smiling mischievously.

[4] Only the pilot and one further episode were filmed before the series was canceled due to network executives' uncertainty of the long term viability of the project.

[4] In addition to creative concerns, executives were also uncomfortable with the themes of teen sexuality and incest; Rupert Murdoch, head of Fox parent News Corporation, was said to be outraged after seeing a news story about Manchester Prep that previewed a scene in which one of the young female characters is sexually aroused by a horse.

[4] After the cancellation, Columbia TriStar Home Video repackaged the two existing episodes of the show as a direct-to-video film.

Excerpts from this are included in the film's trailer -Sean Patrick Thomas playing the character of Todd Michaels, a replacement for Blaine who is keen to act as Kathryn's chief informant for the Manchester Tribunal.