‘Bridgerton’ Season 3 References ‘She’s All That’ Makeover Scene

A beloved moment in a romantic movie just got a new twist.

The first part of The Bridgerton ChroniclesThe third season of premiered on Netflix on Thursday, May 16, and largely focuses on Penelope Featherington’s (Nicola Coughlin) friends-lovers arc with Colin Bridgerton (Luke Newton).

A key part of Penelope’s story this season is her transformation from wallflower to a confident young woman. Achieving this big makeover moment was possible, in part, thanks to the iconic ’90s romantic comedy She is all that.

Showrunner Jess Brownell was apparently inspired by the She is all that scene in which Laney Boggs, played by Rachael Leigh Cook, walks down the stairs towards her friend Zack (Freddie Prince Jr.), transformed after his own metamorphosis.

Rachel Leigh Cook as Laney Boggs in She is all that.


“There’s this iconic moment when Rachel Leigh Cook comes down the stairs; she takes off her glasses, she puts on a red dress and all of a sudden she’s instantly popular and beautiful,” Brownell said. A first for women.

“We felt that for the modern audience we needed to do something different with it,” Brownell explained of Penelope’s entrance into a large party following her style change. “So Pen has definitely had a makeover… but it’s not necessarily having the impact she thought it would. Because the change that needs to happen is much more about her self-confidence than her outward impression.”

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Despite her new clothes and hairstyle, Penelope struggles to hold a conversation with potential suitors. Colin then steps in to help Penelope find a husband, showing her how to talk to other men and impress them with her natural charm.

While the new season primarily focuses on the romance between Colin and Penelope, fans also get to see that Penelope “is a butterfly emerging from her chrysalis this season,” Brownell said in a Shondaland behind-the-scenes report for The Bridgerton Chronicles season 3.

Nicola Coughlan as Penelope Featherington in The Bridgerton Chronicles Season 3.

Liam Daniel/Netflix

Brownwell said, generally speaking, that for the new season she was also “taking a lot of inspiration from the movies that came out when I was a teenager, because of the nostalgia, like 10 Things I Hate About You, She is all thatAnd Distraught,” according to Shondaland.

All of this speaks to the change in tone and intention of this season: “more romantic comedy, more playful, more humorous,” the showrunner told the Royal Television Society.

The first part of The Bridgerton Chronicles season 3 is now streaming on Netflix and part 2 is released on June 13.