The Substitute 2: School's Out

The Substitute 2: School's Out is a 1998 straight-to-DVD action-crime-thriller film directed by Steven Pearl and starring Treat Williams as Carl Thomasson (later spelled Karl in the sequels), a mercenary who masquerades as a teacher in order to enter a tough urban school and wreak his revenge upon his brother's killer.

The Substitute 2: School's Out
The Substitute 2 - School's Out (DVD cover art).jpg
DVD cover
Directed bySteven Pearl
Written byRoy Frumkes
Rocco Simonelli
Based onCharacters
by Roy Frumkes
Rocco Simonelli
Alan Ormsby
Produced byMorrie Eisenman
Robert Salerno
StarringTreat Williams
B. D. Wong
Angel David
Michael Michele
Larry Gilliard Jr.
CinematographyLarry Banks
Music byJoe Delia
Distributed byArtisan Entertainment
Release date
  • August 1, 1998 (1998-08-01)
Running time
90 minutes
CountryUnited States

The film has very little connection to The Substitute, other than Joey Six (protagonist Jonathan Shale's only surviving mercenary in the first film, this time portrayed by Angel David instead of Raymond Cruz) aiding Thomasson during the course of the movie. A reference early in the film indicates, through a photograph and short conversation between Thomasson and Joey Six, that Shale and Jane Hetzko (Shale's girlfriend) had married and now teach in foreign nations as part of the Peace Corps. It is also noted that Shale and Thomasson had served in the Army, as well as worked as mercenaries together.


Randall Thomasson is gunned down while attempting to stop a carjacking. His brother, Karl, attends his funeral and attempts to make amends with his niece, who is angry that Karl never contacted her or her father.

Karl decides to investigate his brother's death, and goes undercover as a teacher, facing cynical and reluctant faculty, violent and disruptive students, and a system that—to Karl's eyes—has become broken from the inside, all while attempting to protect his teenage niece.

Recruiting Joey Six, and a rather unorthodox janitor, Thomasson turns the school into an after-hours battleground, fighting against well-armed gang members, and—eventually—the school's auto-repair teacher (B. D. Wong), a former mercenary who is also involved in the gang's chop-shop operation.


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