Look, let’s be real. When people talk about 90s action sequels, nobody is exactly rushing to put The Substitute 2: School's Out on a pedestal. It’s a straight-to-video flick from 1998. But if you actually sit down and look at the names in this thing? It is kind of insane.
You’ve got a future Broadway legend, a guy who basically defined prestige TV in the 2000s, and a lead who was—honestly—way too overqualified for the role. Most people think these sequels are just cheap cash-ins with "who-is-that" actors. They're wrong. The The Substitute 2: School's Out cast is actually a weirdly stacked ensemble of "before they were famous" faces and seasoned pros.
Treat Williams stepped into some big boots
Tom Berenger was the face of the first movie. Replacing him wasn't going to be easy, but Treat Williams didn't just show up for a paycheck. He plays Karl Thomasson, the brother of the teacher who gets murdered in the opening scenes.
Williams brings this weird, professorial intensity to the role. One minute he’s doing yo-yo tricks to explain physics, and the next he’s tossing a boombox out a window to teach a kid about an "impasse." It’s campy, sure. But Williams sells it. He went on to do three more of these movies, which is wild considering he was a Golden Globe nominee. Sadly, we lost Treat in 2023, but his run as the "mercenary with a lesson plan" remains a cult favorite for a reason.
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The "Holy Crap, Is That Him?" Factor
If you watch this movie today, you’ll spend half the time pointing at the screen.
- BD Wong plays Warren Drummond. Yeah, the guy from Jurassic Park and Law & Order: SVU. He’s the principal here, and (spoilers) he’s not exactly the "educator of the year" type.
- Lawrence Gilliard Jr. shows up as Dontae. You probably know him better as D'Angelo Barksdale from The Wire. Seeing him as a high school gang leader in a 90s actioner is a trip.
- Michael Michele plays Kara Lavelle. She was a huge deal on ER and Homicide: Life on the Street. She’s basically the only person in the movie who feels like a grounded, real human being.
Then you’ve got Angel David returning as Joey 6. He was the only major carryover from the first film. He’s the comic relief, the muscle, and the guy who tries to make sense of the increasingly ridiculous plot.
Why the cast worked despite the budget
The movie was filmed in Brooklyn, specifically at the old Lenthrop High School. Because it wasn't shot on a shiny Hollywood backlot, it has this grimy, authentic NYC feel.
The actors had to lean into that. Eugene Byrd (Mase) and Camille Gaston (Keyshawn) play the students, and they don't play them like sitcom kids. They play them like kids who are genuinely trapped in a failing system. It gives the movie a layer of grit that most direct-to-video sequels lack.
Honestly, the dialogue is kinda clunky. "That’s one big bite of a shit sandwich. Want a pop?" is an actual line delivered by Daryl Edwards, who plays the school janitor/Vietnam vet. It’s ridiculous, but the cast delivers it with straight faces. That’s the secret sauce.
The weird legacy of the Lenthrop High crew
Most of these actors didn't just disappear. Edoardo Ballerini, who played the sleazy boyfriend Danny, became one of the most famous audiobook narrators in the world. Christopher Cousins, who plays the doomed brother Randall in the beginning, eventually landed a major role on Breaking Bad (he was Ted Beneke—the guy who tripped on the rug).
It’s easy to dismiss a movie like this as "cable filler." But the The Substitute 2: School's Out cast is a testament to the fact that talent shows up everywhere. Whether it's BD Wong playing a villainous principal or a future The Wire star playing a heavy, these guys worked hard to make a B-movie feel like something more.
What to watch next
If you've just finished a rewatch of School's Out and you're craving more of that specific 90s action vibe:
- Check out The Substitute 3: Winner Takes All. Treat Williams comes back, and it’s even more over-the-top.
- Look up Deep Rising. It’s arguably Treat Williams’ best action role, and it’s a total blast.
- Revisit the first season of The Wire to see just how much Lawrence Gilliard Jr. evolved as an actor.
Basically, don't just watch it for the explosions. Watch it for the "Before They Were Stars" scavenger hunt.