Gil Junger, the director of 10 THINGS I HATE ABOUT YOU, had an idea. He'd remake Shakespeare's "The Taming of the Shrew" and cast it with teen actors. Unfortunately that's only idea he seems to have had. Even if Karen McCullah Lutz and Kirsten Smith's script, which is very loosely based on the play, has some funny moments, it's so knowingly cute that most of its jokes go nowhere.

The director, who lets his actors drift without guidance, falls back on a series of hackneyed sight gags to pump up the laughs -- an out-of-control motorbike goes flying over a hill, an errant arrow hits the instructor in the rear and an oral sex gag tries to rival the hair gel joke from THERE'S SOMETHING ABOUT MARY.

The story is set at Padua High -- you're laughing already, right? A high school sophomore, Bianca Stratford (Larisa Oleynik), isn't allowed to date until bitchy senior sister, Kat (Julia Stiles), agrees to date. Kat, who describes the boys at Padua as "unwashed miscreants," prides herself on being repulsive.

The high school is filled with the stereotypes found these days in high schools in the movies. These include the beautiful people, the future MBAs, the coffee drinkers, the audio-visual geeks, the jocks, and the cowboys.

Into this mix comes a new student named Cameron (Joseph Gordon-Levitt). Innocent looking Cameron is instantly pegged as being unworthy to speak to the beautiful people. Although a wimp, he sets his sights on the "unobtainable" Bianca. The school's Mr. Beautiful, an underwear model named Joey Donner (Andrew Keegan), thinks he already has dibs on her.

Cameron tries to hire someone to date Kat, thus making Bianca available. In an interview sequence, the best response comes from one lad who laughs off the prospect of asking Kat out. "Maybe if we were the last two people on earth, and there were no sheep," he laughs in response and then adds, "Are there sheep?"

Kat's equivalent on the male side is one Patrick Verona (Heath Ledger), who is so tough he's reputedly sold his own liver and even eaten a live duck. With his handsome flowing locks, his not-so-hidden beauty matches that of Kat's. He is the one who accepts the challenge and financial rewards of attempting to date her.

Besides the film's cliched predictability, the major problem is the lack of convincing characters. One minute Patrick is obnoxious, and the next he's sweet. Similarly, after Kat guzzles hard liquor at a party, she goes from sober to puking drunk and right back to sober in a matter of seconds. One suspects that all of the film's leads are talented, but this movie makes it hard to be sure. There are some sparks here and there, but the film never really ignites.

10 THINGS I HATE ABOUT YOU runs 1:35. It is rated PG-13 for profanity, explicit sexual humor and underage drinking and would be acceptable for teenagers.