Modern adaptations of classic literature are a tried-and-true way of captivating audiences with a formulaic blend of current settings and characters with the reliable storytelling of revered literary staples. Modernizing dialogue and re-framing an antiquated storyline within a modern context can revitalize a piece that has been adapted countless times already on film and the stage. Some adaptations opt for costumes and settings accurate to the period in which the source material takes place, only modernizing the dialogue in order to make it more comprehensible to modern audiences. Others completely re-imagine every aspect of the story and characters to create a fresh narrative rooted in the basic framework of a classic book. You may be surprised to learn that some of your favorite films about high school drama, teen romance, and even zombies may be based on the likes of Shakespeare or Pierre Choderlos de Laclos. Here are some of the most popular films you may not have known were adapted from classic literature.

15 The Lion King - Hamlet

     Disney  

Starting off with a rather well-known adaptation of a classic, Disney’s The Lion King is based on Shakespeare’s Hamlet. Unlike the source material, which is a tale of royal turbulence, adultery, suicide, and vaguely incestuous undertones— the Disney adaptation keeps the story a good bit more palatable for family audiences while maintaining a layered and engaging storyline. Disney reimagines Hamlet as Simba, a young lion cub set to inherit the Pridelands from his father Mufasa, the Lion King. Mufasa’s evil brother Scar murders the king, exiling Simba. Despite being an animated movie primarily marketed for children, The Lion King is an undisputed tear-jerker. The death of Mufasa, the grief of Simba, and the struggle of the latter to retake his place as king after grappling with feelings of guilt and inadequacy are mature themes explored through epic animation and an unforgettable soundtrack. The film has gone on to inspire a hit Broadway musical and a blockbuster live action remake.

14 Clueless - Emma

     Paramount Pictures  

Cher is based on the titular character of Jane Austen’s Emma, a well-to-do young woman living with her father and enjoying a good deal of local celebrity in her town. Much as Emma experiments with setting up Harriet with the likes of Mr. Elton, Cher sets up Tai with Elton. Clueless stays fairly true to the premise of Emma while creating one of the best and most stylish teen movies of the 1990s.

13 Bridget Jones’s Diary - Pride and Prejudice

     Universal Pictures  

The road to modernizing Pride and Prejudice into the story of a modern woman named Bridget Jones was a bit different from that of other films on this list. Unlike the other films, Bridget Jones’s Diary was based off of a novel of the same name, which in turn was largely inspired by Pride and Prejudice. In fact, author Helen Fielding jokes that she all but “stole” the premise of Jane Austen’s 1813 novel. This modern retelling gives us the character of Bridget, a British woman on a quest to self-improvement as she attempts to stop dating “alcoholics, workaholics, commitment-phobics, peeping toms, megalomaniacs, emotional f**kwits, or perverts”.

12 The Dark Knight Rises - A Tale of Two Cities

     Warner Bros.  

One of the most unexpected titles on this list may well be The Dark Knight Rises, which was based on none other than A Tale of Two Cities. The Christopher Nolan blockbuster aptly draws comparison between the fictional Gotham City and the turbulence of European cities before and during the French Revolution. Notoriously corrupt and bleak, Gotham serves as a fitting mirror to the conditions of a war-torn Paris, a city then haunted by the infamous Reign of Terror. The prominence of a myriad of fictional villains has created a sort of Reign of Terror for Gotham, with the perpetually chaotic city benefiting from the protection of the elusive superhero Batman. The classic inspiration for the 2012 film proved a good choice, with The Dark Knight Rises raking in more than one billion dollars worldwide.

11 10 Things I Hate About You - The Taming of the Shrew

     Touchstone Pictures  

With its memorable cast, witty dialogue, and occasional nods to its Shakespearean inspiration, 10 Things I Hate About You is one of the most popular classical adaptations of the 90s. A rather rough-around-the-edges Patrick Verona is paid to win over the affections of the high school “shrew” Kat Stratford. His efforts are financed and masterminded by a couple of boys looking to date Kat’s little sister, Bianca. The younger Stratford sister is forbidden from dating until her older sister does so, with the efforts to manipulate the situation proving rather difficult as Kat exhibits fervent disinterest in her peers. Inspired by The Taming of the Shrew, 10 Things I Hate About You is a standout rom-com that has proven to be a timeless teen classic in its own right.

10 She’s the Man - Twelfth Night

     DreamWorks Pictures  

Romantic comedies are not a concept exclusive to modern cinema. In fact, William Shakespeare himself penned a few himself. Some of those have gone on to become the inspiration for major motion pictures, albeit with the characters, stories, and settings tweaked for modern enjoyment. One such film is She’s the Man, the 2006 teen rom-com about a girl pretending to be her older brother to play on the boys’ soccer team. The film stays as true as possible to the source material while modernizing it, keeping the names of most of the characters and general story progression intact. The film forgoes shipwrecks and medieval nobility for rebellious teen adventures and high school social hierarchy.

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9 She’s All That - Pygmalion

     Miramax Films  

She’s All That stands out as one of the more loose interpretations of classic literature, with the adolescent characters evoking the essence of George Bernard Shaw’s Pygmalion. The film opened to mixed reviews, and is arguably one of the least elegantly executed adaptations on the list. On account of eye-candy leads, comfortably predictable romance, and an upbeat tone, She’s All That nevertheless enjoys prolonged popularity as a successful teen rom-com.

8 Warm Bodies - Romeo & Juliet

     Summit Entertainment  

Shakespeare’s Romeo & Juliet has inspired a plethora of film and television adaptations, ranging from traditional script-adhering drama to creative and unorthodox interpretations. Like Bridget Jones’s Diary, Warm Bodies is likewise based on a book which was inspired by a classic piece. An offbeat comedy from the perspective of a zombie, Warm Bodies makes a love interest of one of the most unappealing of supernatural creatures. Lacking the allure of a dashing but tortured vampire, or the rugged brawn of a werewolf (both creatures of which are often at the center of supernatural romances) - the zombie has little to offer. R is a rotting, flesh-eating, terrifying guy, but this doesn’t stop Julie from somehow falling in love with the zombie. Unlike Romeo & Juliet R and Julie get to live in the end, with the power of love staving off a full-blown zombie apocalypse.

7 Oliver & Company - Oliver Twist

     Distributed by Buena Vista Pictures Distribution  

Before there was The Lion King, Disney re-imagined Charles Dickens’ Oliver Twist as the 1988 animated film, Oliver & Company. The film follows a mischievous and well-meaning kitten named Oliver, whose adventures throughout New York City lead him to become embroiled in a criminal’s elaborate schemes. Along with his rag-tag group of canine friends, Oliver takes on and defeats the villainous Sykes. The movie gives little Oliver a happy ending in a happy home, just as the titular character of the 1938 classic goes on to overcome extraordinary strife.

6 Notes From the New World - Notes From the Underground

     VM Productions  

Notes From the Underground is a unique philosophical fiction in which the narrator, a curmudgeonly retired civil service worker in Russia, recounts his life as he unravels the philosophies of the era. This narrator is never given a name, gripping the reader in the highly intimate first-hand narrative of a nihilist. The film adaptation of nearly but not quite the same name, Notes From the New World, is very loosely inspired by the aforementioned novel. It seems nearly impossible to translate a contemplative philosophical piece into an engaging film. The 2011 indie project takes a stab at it, with the mysterious “Underground Man” taking on new life as a young Los Angeles actor starring in a low budget stage production of the Dostoyevsky classic. The film didn’t garner all that much critical acclaim; in fact, it was a moderate failure by independent film standards, with its IMDB rating of 8.1 coming from a mere 61 audience reviews. Critically, the film was not very well-received whenever it did manage to capture any attention and conversation, making it one of the least successful films on this list.

5 Cruel Intentions - Les Liasons Dangerouses

     Columbia Pictures  

The sinister schemers of the Marquise de Merteuil and Vicomte de Valmont hit the silver screen as Kathryn Merteuil and Sebastian Valmont. In Cruel Intentions, the step-siblings are equal parts privileged and conniving as they orchestrate cruel seductions and mind games for personal enjoyment. The teens are unbelievably sinister for their age, but their plots stay true to the devious minds of their literary counterparts. Les Liasons Dangerouses tells a very similar story as the film, only with the stakes further heightened by the confines and expectations of eighteenth century French society. Cruel Intentions is every bit as seductive and malicious as the Pierre Choderlos de Laclos novel, making it a worthy and acclaimed adaptation.

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4 Revenge - Count of Monte Cristo

     ABC Studios  

Alexander Dumas imagined the Count of Monescristo, a good-looking and fortunate young man enjoying the affections of his beloved girlfriend, Mercedes. Unbeknownst to Edmond Dantés, later to become the vengeful count, his friend is plotting on his downfall to steal away Mercedes for himself. Wrongful imprisonment and unforgivable betrayal lead Dantés on a personal warpath as he vows to avenge all that was taken from him. Loosely inspired by the Dumas novel, Revenge ascribes much of Dantés’ story to the deceased father of the protagonist, with the characterization of Dantés and his quest for revenge bestowed upon Emily Thorne. Given that this is a series rather than a film, the plot becomes increasingly complex as new developments foil Emily’s plans. Revenge ran for four seasons on ABC.

3 A Knight’s Tale - Canterbury Tales

Geoffrey Chaucer’s Canterbury Tales is a series of twenty-four stories written in Middle English. The stories are told by various narrators as a group of pilgrims travel to Canterbury Cathedral to visit the shrine of Saint Thomas Becket. The 2001 film starring Heath Ledger is based on the second of these two dozen tales. A Knight’s Tale is the upbeat comedy retelling of Chaucer’s contemplative story, which itself was based on a fourteenth century poem. The film revamps the medieval tale by adding several characters and a modernized plot while still borrowing the name of a renowned piece of literature. Despite mixed reviews, A Knight’s Tale was a moderate box office success propelled to popularity in large part to its leading man’s allure.

2 Empire - King Lear

     20th Television  

Although a wholly different story and a singularly innovative adaptation, the drama series Empire stays true to the bones of Shakespeare’s King Lear. Rather than a King dividing up his kingdom to his daughters based on which shows him the most love, Empire gives us a terminally-ill music mogul and CEO struggling to decide which of his sons should inherit Empire Entertainment. The best part of the show is arguably Cookie Lyon, the fiercely loyal ex-wife to the dying CEO and mother to his sons. With layered family drama and complex business entanglements, Empire holds its own alongside its inspiration, enjoying six seasons, earning various awards and acclaim.

1 John Tucker Must Die - The Merry Wives of Windsor

     20th Century Studios  

John Tucker Must Die was refreshing in that it holds its male antagonist accountable for his duplicitous romantic ventures without putting the women of the film against each other. Instead, the women that have been deceived by John Tucker band together to get revenge against the womanizing jock. The film mirrors the plot of another Shakespearean comedy, The Merry Wives of Windsor. The classic play follows a group of women who receive identical letters from the undesirable bachelor Sir John Falstaff, who likewise decides to play a series of pranks on the gentleman.