If Poison Ivy (1992) was a steamy, twisted drama dressed up in daddy issues and slow-motion seduction, Poison Ivy II: Lily is the drunk sorority sister who tries to imitate it with a Sharpie and a Victoria’s Secret catalog. Directed by Anne Goursaud — who somehow thought Embrace of the Vampire didn’t take things far enough — this straight-to-video mess answers the question absolutely no one asked: “What if Alyssa Milano played a mousy art student who turns into a sex-goblin because she read a dead girl’s diary?”
Milano stars as Lily, a small-town girl who moves to Los Angeles to attend art school, which in this movie means a building with dim lighting, brooding professors, and students who paint naked people while whispering cryptic nonsense. Lily stumbles across the diary of Ivy (yes, that Ivy, the original) and decides, after reading a few of her horny diary entries, to turn her life into an erotic fever dream guided by the worst self-help book ever written.
Cue the transformation: glasses off, lipstick on, hair tousled like it lost a fight with a leaf blower. Suddenly, Lily’s oozing sex appeal in every direction like a busted radiator. Milano spends most of the movie wandering around in see-through camisoles and eye-banging everything with a pulse — including her older art teacher Donald Falk, played by Johnathon Schaech, who has the charisma of a damp sock and the ethical restraint of a raccoon in a garbage buffet.
Lily’s arc? She sleeps with her professor, gets stalked by a cartoonishly possessive handyman, alienates her friends, and sketches a lot of sad nipples. There’s supposed to be some “loss of innocence” theme here, but it plays more like Showgirls: Dorm Room Edition — only with worse acting and fewer intentional laughs.
Milano tries. She really does. You can see her gritting her teeth through the awkward sex scenes and melodramatic tantrums like she’s praying for Charmed to get picked up. And honestly, she looks great. But the movie exploits her like a softcore meat parade, cutting to her body every time the script runs out of ideas — which happens a lot.
The plot is a potluck of red flags: a love triangle with no chemistry, a stalker subplot that feels like it was written during a NyQuil binge, and a climax so rushed and ridiculous it feels like even the director wanted to go home. There’s a moment near the end where someone falls from a window, and you almost root for the pavement.
And the dialogue? Good lord. Here’s a taste:
“You can’t just erase the past, Lily.”
“No… but I can sketch over it.”
That’s not writing. That’s a cry for help in cursive.
The soundtrack tries to be sultry but sounds like leftover tracks from a mid-90s Red Shoe Diaries episode. The editing is choppy, the lighting is moodier than a goth teen on prom night, and the sex scenes have all the erotic tension of two mannequins bumping elbows.
Final Thoughts
Poison Ivy II: Lily is a clumsy, leering mess — a movie that thinks putting Alyssa Milano in lingerie is enough to pass for plot development. It’s not sexy. It’s not thrilling. It’s not even fun-bad. It’s just bad, period.
1.5 out of 5 oversexed art teachers. One point for Milano’s valiant effort, half a point for the unintentional comedy of watching a movie take itself this seriously while being this dumb.
Watch it if you want to see Alyssa Milano try to escape her Who’s the Boss? image by way of badly-lit erotica and a dead girl’s journal.
Otherwise, skip it. Ivy’s roots are long dead.
