Alexander Payne is one of my favorite directors, and this movie only cements that spot in my mind. Though I did have a little trouble with how Tracy Flick was portrayed. If she's an overachiever: who cares? Is she annoying, sure, and I went to school with a girl like that who reminds me so much of her, just in a less extreme version. Payne wants us to dislike Flick, but we shouldn't dislike just because she shoots for the stars, we should dislike her because of the actions she does later on in the film, and that was my one struggling point. Otherwise, Matthew Broderick is hilariously deadpan as Mr. McAllister, a man whose life is crumbling in the funniest way possible (don't let him near bees). The script isn't all comedy, but it does have some GREAT one-liners in here, and just watching Reese Witherspoon completely own and destroy as Tracy is great. She's an exaggerated try-hard, and I loved watching her react to the zaniness around her.