Based on the book "My Posse Don't Do Homework," the true story of Marine-turned-educator LouAnne Johnson, this drama covers the same ground as 1987's "Stand and Deliver" and 1989's "Lean on Me." All three tell the story of a determined teacher who whips seemingly hopeless students into shape using unorthodox methods, shedding a ray of light into their urban nightmare lives. Michelle Pfeiffer stars as Johnson, whose delicate appearance conceals years of military training and her endurance of a rough history, including spousal abuse and a resultant painful divorce. Assigned a "special class" of bright but disadvantaged kids, Johnson is at first intimidated by the zoo of a classroom she encounters, her students seemingly a violent throng of potential felons. After a confrontational first day, Johnson considers quitting but bolsters herself to rise to the challenge. She first gains respect by demonstrating her prowess in martial arts, then implements teaching strategies involving bribery to pique interest in learning. She abandons the textbooks and relates to her students on their own level. Intrigued by the innovations and buoyed by their teacher's genuine confidence in their abilities, the students soon find that learning is its own reward and begin to see beyond their previous limitations. Johnson, meanwhile, has more battles to fight, including an under-resourced school board, a by-the-book principal, gun-toting gang members, and ignorant parents who resent her attempts to better their children's lives. The best parts of the film are the moments of revelation, seeing minds open up and dull eyes lighting. Though the melt-the-rough-exterior-with-some-TLC theme is perhaps naively optimistic and oversimplified, it still works on audiences who fear the constant threat of dehumanization and de-evolution plaguing society. But there's not enough backstory for or insight into any of the characters, which keeps them at an emotional distance. Some glimpses are very moving, but only serve to show what this film could have been. Starring Michelle Pfeiffer, George Dzundza, Wade Dominguez, Renoly Santiago and Bruklin Harris. Directed by John N. Smith. Written by Ronald Bass. Produced by Don Simpson and Jerry Bruckheimer. A Buena Vista release. Rated R for language. Running time: 99 min.