BECOME A FOOT WHORE!
DISCOVER THE PEDOPHILE GOLDMINE!
DIE YOUNG AND LEAVE A GORGEOUS CORPSE!
WATCH YOUR BEST FRIEND FUCK YOUR DAD!
WORK A SHIT RETAIL JOB AND GET A DUI!
CATCH A FUCKLO ON DA FLIP SIDE!
Well this series sure blew up. I previously covered 2021’s Class of ’09 and 2023’s Class of ’09: The Re-Up shortly after their release, back when they were at least semi-obscure. But sometime in fall of 2023, the series became a hit, racking up millions of views on YouTube, TikTok, Twitch, and all manner of platforms. With this level of success, a sequel is pretty much inevitable, and it came out just 15 months later.
For those not familiar with the series, Class of ’09 is the latest project from Max Field, also known as SBN3. A creator who has routinely impressed me with his humor, knowledge, dedication, wide variety of skills, and extensive catalog or quality work. Particularly his premium quality ‘dubs’ on his long-running YouTube channel and a catalog of surprisingly good albums.
Class of ’09 takes the form of a late 2000s period piece based on stories he heard and experiences Field was privy to growing in the era. With The Flip Side being positioned as both a new perspective on the world and characters— switching from the sociopathic protagonist of Nicole to her more ‘normal’ and reserved friend, Jecka. Along with a conclusion to this truly wild journey.
…Well, it would be a conclusion, but an 11 minute anime episode is still in production, which may be the conclusion or lead to a proper animated series— that’s besides the point.
Does The Flip Side pull this off and deliver a satisfying end? Well… not really, I hate to say.
Oh, and obligatory spoiler warning. There’s a lot of questionable content to talk about here, and rather than skirt around most of it, I need to explain what happened to properly criticize the execution.
Class of ‘09: The Flip Side Review
Platforms: PC(Reviewed), Mac, Linux
Developer: SBN3
Publishers: SBN3 and Wrath Club
As a follow-up to a surprise indie hit, The Flip Side basically assumes you are already familiar with the characters and world of Class of ’09. Immediately throwing them back into the unnamed high school with its established cast. Nicole the aforementioned sociopathic bitch who is about as hateable as she is enviable, because while she can get away with anything… she can get away with anything. Jecka, the only girl with enough screws loose, attitude, and hot girl privilege to put up with Nicole’s shit for years on end. Jeffrey the archetypical anime dork who’s the latest incarnation of a character SBN3 has been mocking for… over a decade. And a litany of teachers who are either incompetent at their jobs and/or pedophiles.
Furthermore, as an iterative sequel, it carries with it many of the same traits as the prior entries. The dialogue is natural and beautifully performed by the voice cast who, at this point, have come to fully grasp and understand these characters. The writing is angsty, snarky, abrasive, and crass in the best possible way. Jokes come fast and hit harder. The script is highly polished, punchy, and if I wasn’t laughing at the humor, I was dialogue at the absurd direction things took.
While Class of ’09 is unambiguously takes the form of a visual novel, I consider that to be more of a result of circumstance. Field’s expertise lies in making audio-based entertainment and tying it to visuals that sufficiently match the story he wants to tell. He spent years making transformative dubs, taking photos and moving them against backgrounds, or just fucking around with a puppet, and this is basically the next evolution of that. A fully produced audio drama, every scene saved as its own MP3 or WebM file, with the skin of a visual novel.
The game automatically progresses, loads and moves the visual assets based on the timestamp, and is a pretty clever way to turn an audio production into a video one while keeping the budget ‘slim’. Character sprites, while lacking in expressions and poses, have oodles of different outfits and are serviceable visual representations of the characters. The photo-based backgrounds help ground this story in a filtered version of reality, as this is a game based on an exaggerated reality. And the CGs from various artists are high-quality renditions that add a lot to key scenes and allow the player to connect to these characters on a closer level.
The point where The Flip Side truly differs from the prior games is both its story and its structure. Rather than be a sprawling CYOA-style visual novel, it’s a title with so little permutation it barely even warrants a flowchart. In theory, and as a seasonal flowchart maker, I view that as a good thing. It grants the stories more focus, the ability to more directly build on prior scenes, and do things that either cannot be done or are harder to do in a looser format. …It also makes the story a lot easier to describe and assess.
This should all be a strength of The Flip Side. Field is no stranger to long-form narrative— he made a feather length movie with Taste Closed: Heaven Ain’t Hard to Find a few years back and it’s one of the best things he’s ever done. Here, however… let’s just say the story runs into a lot of plot problems.
The first of the game’s five routes sees Jecka get into a sexual relationship with her history teacher in order to pass her AP History class. The route itself shows her trying to take advantage of the situation for her own gain, using and abusing the power/resources she has access to as a hot skinny White girl. But as their relationship progresses, the teacher becomes more demanding, abusive, and outgoing with his depraved desires, all while Jecka is left unable to escape from this vicious cycle. Asking for help from the principal would be hard, as she and Nicole have already exposed so many teachers as pedophiles. Jecka’s abusive father would beat her half to death— probably twice— if he finds out she was a harlot. There’s a school therapist who tries to help, but all she can do is give Jecka coping mechanisms. And while Nicole could seemingly be her ticket out of this situation, she’s unavailable at the moment, as she is dealing with her own shit.
In a move that is, frankly brilliant, this route then ties into one of the most striking and memorable endings from the first game, and shows how it affected Jecka. …For one scene.
Ending 0098 is… barely even an ending. It deals with a lot of complex issues primed for exploration and occasional mockery. The ramifications of not only being in but breaking off a student-teacher relationship. The very real shortcomings of therapy, especially when sponsored by a school and dealing with illegal activities. And… dealing with an incredible form of loss.
I am confident that Field could pursue these issues in a pointed yet humorous way, showing how these events truly leave Jecka broken. But rather than showing that, the story wraps up in a single therapy session. It’s just a lame conclusion, lacking the usual ending video and not doing the best job of delivering or showing the message of this route. When bad shit happens, people still need to keep going on with their lives. They bear their scars, their baggage, and even if they are left broken, but keep on living. There’s no resolution, just a continuation.
If Jecka rejects entering a relationship with her teacher and puts Nicole first, she is forced by her father to get a job. As an aside, Jecka’s dad is the source of the one recurring joke that just does not hit. The bit is that he seems gentle and approachable at first, but is prone to bursting into a violent rage. And the game repeats the same joke in every scene featuring this character. It’s a surprising dark turn the first time you see it, not so much by the sixth.
Jecka then tries searching for a job, where she winds up working for Hot Topic and dying her hair black to fit with the store’s look. The act of working retail utterly drains her of energy and her passion to live, so she begins pursuing substance abuse. Well, more than she already was. She stays out late, binge drinks at parties, constantly trying to numb away the pain as she waits out this unfortunate bump in her life. It’s a strong start to a story about how demoralizing the toiling at aggressively boring social labor for a pittance while also tolerating school, throwing the prime of a hot girl’s life down the drain. …But then the story just ends when Jecka goes drunk driving to escape the cops and gets in a car crash. Jecka isn’t hurt— she and Nicole are fine— but she winds up killing Ari.
Ari is probably the most pure, safe, and least flawed character in the series, and she had her own prominent route in The Re-Up about coming out as a lesbian. Because of these factors, and more, she became a favorite character among the younger subset of Class of ’09 fans and a common shipping partner. In The Flip Side, Ari is a minor character at best. She is in two scenes leading up to this route and her biggest contribution is mentioning she’s a driver for Domino’s. A scene that chiefly exists so Ari has a reason to be out driving late at night.
Based on these bits of information, you can draw your own conclusions on what this route is saying, what its purpose was, or if this is Field being meta and speaking to the series’ recent influx of fans.
I want to extrapolate some greater message of meaning from this route. Say how it highlights the vicious cycle of being an unskilled beautiful woman who numbs the pain of shitty work with alcohol. How party culture forces one to drive drunk in order to avoid getting gangraped. …But despite touching upon these ideas and highlighting them, it doesn’t say anything about them. It’s a weak ending to a story like this. Jecka learns basically nothing from this. And while this could be a fine bummer ending in a game with a bunch of endings, this is one of five.
The second half of the game is set several months, if not a year, after the first half, set after Jecka graduates. Her father divorces her mother, she stays with him to be around her friends, and she is forced to get a job or get brutalized. However, it’s the summer of ’09, post-recession, malls are entering the first phase of death, and nobody’s hiring. After some false starts, Jecka gets into a conversation with Jeffrey where he offers to pay her $200 if she… steps on him with her bare, soft, adorable, and perfect little feet.
This leads into the two-part foot fetish routes. A deliberately unnerving stretch of the game where Jecka becomes a coveted sex worker amongst a tightly knit community of foot fetishists. They shower her with money in exchange for letting them suckle her tootsies, and the process rapidly drains her of her will to live. She cannot very well say no to $200 for 30 minutes of labor, and briefly enjoys the influx of cash at her disposal. However, as she becomes more known by the people around her, the labor becomes overwhelming. Soon enough, she is being bombarded with clients who push her boundaries. Roping her into elaborate roleplay fantasies, invading her privacy, and locking her into social-sexual relationships.
I think it makes for a great and sympathetic look into someone who is forced into sex work, unable to get out, and unable to find aid. Jecka cannot let this secret get out, but goes by her real name, sees people who she met at school, and her patrons know where she lives. She has money, but no support and unless she ropes Nicole into this scheme, she refuses to help Jecka. Hell, she Nicoles and makes things worse.
This part of the game is also home to a lot of long stretches of what are probably the most contentious parts of the game, the ‘erotic scenes’. Nothing explicit is shown— the characters remain footless. However, the scenes where Jecka is stepping on people, particularly Jeffrey, are written with a clear erotic intention. I would say that people not only could easily jerk off to this, but hundreds probably already have.
This entire route reads like Field’s response to finding Class of ’09 foot porn, thinking it was funny, and appeasing these perverts while alienating everyone else. He’s a real shit-stirrer like that. However, I can see how someone, hearing Field deliver Jeffrey’s lines, realizing that he wrote, directed, and edited this whole thing, may feel deeply uncomfortable. Me though? I think this shit’s hilarious. It’s like reading a self-aware porn comic!
The other leg of the foot fetish routes sees Jecka share this ‘fast and easy trick to make $1,000 a day’ with Nicole, who immediately kills it as a foot girl. Because if there’s any type of woman that men want to crush their nuts into a fine paste, it’s someone like Nicole. She effortlessly becomes Jeffrey’s dommy mommy, becomes a top performer onFeetMeet.com, and maybe lets this power go to her head. Jecka is cast aside as her best friend is on a power trip, and when Nicole is feeling particularly emboldened… bad things happen! It’s not the worst thing Nicole’s done— the firebombing of her school and school shooting were way worse. But she does turn Jeffrey into her servant and ultimately kills him. Pretty much just ‘cos she could.
The actual ending raises interesting points on how different classes view the police, how the criminal justice system destroys young lives, and how sex work can destroy one’s life. The story manages to reach its conclusion with a consistent thematic and narrative message and delivers upon the depravity that I enjoy from this series. However, the part of the ending that really strikes me as… conscientious yet inspired is the post-ending text that Jecka receives from Jeffrey’s mother. Texts have always been a post-ending bonus in Class of ’09, but this is the first one that feels truly transformative.
After her son’s death, Jeffrey’s mother is very candid to Jecka. She explains how she was worried about her son, how she viewed him as a troubled, directionless boy and thinks his suicide “might have been the best outcome for him.” Going on to say that “when Jeffrey was alive [she] was insecure. Now that he’s gone [she] can feel free.”
That… is a lot to unpack, and I think some context is necessary. Contrary to what purveyors of his more modern work, Field was, at the very least, on the path to becoming a Jeffrey during his teenage years. He was a gamer, an anime fan, and he only started transforming his life sometime during high school, when he started making shit instead of consuming shit. Because of this, I view every jab he takes at Jeffreys as being, in part, jabs against himself. Against the person he almost became.
That being said, Field knows that a significant portion of his audience is made up of Jeffreys. He has been mocking this Mario-shirting crowd for a good decade and used permutations of Jeffrey for about as long. He’s wise enough to know that this can be read as him saying ‘if you’re like Jeffrey, do your mom a favor and kill yourself, you punk-ass bitch’.
Personally though— speaking as someone who was basically a Jeffrey in high school— I think this is in the top ten funniest things Field has ever written. It’s deeply dark humor, but it works because it speaks to a truth that some parents… fucking hate their kids and wish they would just kill themselves and make their problems go away. That is a twisted, almost depraved, thing to say, but that shit’s realer than a cancer diagnosis. Some people are just pieces of garbage who want their defective children to die.
This brings me to the final route… the warehouse route! Rather than pursue the foot sex worker lifestyle, Jecka manages to score a job at FYE and… deals with more retail hell crap. Yeah, if you couldn’t tell, this is something of a recurring thing with this game, and it’s weird how much of the story is devoted to this, when the takeaway is always the same. Retail sucks, customers who want more than a transaction are dipshits, and the pay isn’t worth the trouble. It’s not funny, and it’s not insightful.
The story moves through the motions before reaching the end of the first week, when Jecka is trying to get her paycheck. However, the system is down and the store manager— her high school acquaintance Kelly— cannot contact regional. This leads the two to embark on an adventure to get paid. They visit the adult FYE to meet their creepy confirmed pedophile school counselor who gives them a cryptic riddle to visit Crystal City, VA. Take the train with Nicole who bounces because she has other shit to do. And venture through an underground mall with increasingly esoteric stores. It is a bizarre series of events without much clear indication of where the story is going until they find a warehouse… full of illegal porn. Snuff porn, child porn, every deranged and degenerate form of filth that one could imagine, and things seven times worse.
This, thematically… is a wonderful place to end the Class of ’09 series. The entire series treats pedophilia and racism as routine punching bags, and turns basically every male character into a violent pervert who gets off to fucked up shit. This is Jecka uncovering the dirtiest goldmine on the planet, and there is so much that could be done. Exposing the client list and casting the bulk of politicians and leaders across the country as deranged fucks. Taking hold of this immense power for herself and achieving all she ever wanted, profiting off of newborn torture porn. Becoming a servant to this system, working behind the scenes and bringing in more clientele through any deranged means necessary. Or just becoming another girl who was murdered so a billionaire can cum tonight, knowing that a White woman died for the satisfaction of his smegma-coated cock.
…Though, there are two problems. One, this is not a Jecka story, this is a Nicole story. Nicole craves power, Jecka craves comfort and security. Nicole is a girl of action, Jecka is a girl of reaction. Jecka should not be finding some big conspiracy, that’s something Nicole should and would do, and all of those scenarios I listed only make sense if Nicole does them. But Field deliberately chose to throw Nicole out of this story and chose to end it… in a way that’s just perplexing. The FBI raid the porn warehouse right after the counselor kills Kelly. They are enthralled by this finding and in order to keep Jecka quiet, they… sell her to the Taliban. …What?
Yeah, the story introduces this elaborate porn warehouse and just randomly, out of nowhere, throws in the Taliban. It is a non-sequitur, a waste of a premise, makes no sense, and is stupid as shit. Jecka wants to get paid… instead she is beaten, raped, and sold to wealthy Arabic men for two years before Obama pardons her. Das ende.
After completing The Flip Side, I was mostly satisfied by it, finding its highs and moment-to-moment banter to be as enjoyable as ever. It has some signs of a rushed product, but every game in the series has some crusty jank to it. However, after walking through every route though… it’s far messier than I initially thought.
By making the stories more linear and longer, there is more importance on delivering a satisfying narrative, and three out of five times, it botches the execution. Stopping the story instead of taking it to a more fulfilling conclusion, not even including an ending movie. Lacking a purpose before killing off a fan favorite gay character because… Field has a fucked up sense of humor. And taking what could be a brilliant end to the series and concluding it with an unrelated bad end. All when it could have been a nexus of decisions and alternate ends to make everybody happy.
Its shortcomings could be masked over if the game was more developed, had more content, and more alternate endings to make certain conclusions sting less. But, viewing the game for what it is, I can see why it fostered such a mixed, i.e. negative, reception from the community. I don’t think it ‘ruins the series’ or anything that hyperbolic. However, it’s definitely undercooked, and it’s a bummer to see the series follow-up its popularity with a title housing so many shortcomings. Field had a lot of things going for him, but either due to his own ego or avarice, he didn’t pull through in the end.
…And here is my obligatory flowchart, not that anybody would need it!



















ah yes, a sequel on par with Joker 2
One, you already made that joke.
Two, this sequel has problems, but it’s nowhere near that bad.
At the very least, it’s a better use of 3 hours and $15. :P
Joker 2 was my personal Vietnam. :pensive:
Also Natalie. I’m surprised no one made a Student Transfer X Class of 09 scenario yet. Dropping Nicole in Tina Koya High would probably do more damage than the Alien Remote could ever do… Imagine someone getting personality changed into her!
Writing Nicole is rather tricky, SBN3 has a distinct voice as a creator and it would be hard for most people to grasp the right balance between confidence and wit. Also, that would be a very niche crossover. Way more niche than the Student Transfer X Fate Grand Order crossover that someone made a few years back. Though, that does give me a great idea of a Nicole-esque character getting her hands on an alien remote and using it to enact chaos across her high school. So many ideas, so little time!
imma be honest, after seeing the massive outcry right after the launch, i just stayed away,
i probably was right with that assessment given that the variety of humor here is…. not exactly to my taste
I actually did not see any of the outcry before playing the game, and only took note of it after.
I saw the large outcry right when it launched and decided to maybe just skip out on this one. When I saw that you were going to review it, I avoided telling you about any of the community response in the case you were going in without knowing about anything going on.
I love Class of 09 (except for the latest game) I kinda consider it to be the ‘Postal 2’ of VNs and I LOOOOVE Postal 2. Postal 2 is my personal comfort game. :3c