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"All the Real Girls" kind of reminds me of an episode of "Seinfeld." What's it about? Nothing…and everything. The story is a simple, realistic look at two young people who are discovering love for the first time. It's also a touching tale that's brutally honest about love's pitfalls. There's nothing glamorous about the way the film approaches its subject matter, and that's what sets "All the Real Girls" apart and breathes life into what could have been just another generic, rehashed love story.

One of my favorite young actresses stars in "All the Real Girls." Zooey Deschanel, a talented up-and-comer who seems to triumph in roles that are emotionally vulnerable, plays Noel, an 18 year-old who is on the verge. Verge of what, you ask? It's not exactly adulthood, and it's definitely not womanhood, but more accurately she's on the verge of living. Returning home from a sheltered existence at a boarding school, Noel is ready to explore life. Her older brother, Tip, hangs with a sorry group of guys who don't have much on their minds other than sex and hanging out. One of his buddies, a real womanizer named Paul, is particularly interesting to Noel. Paul's a real love 'em and leave type of guy but he soon discovers there's something about Noel that makes him want to mend his ways. At 22, he's not yet ready to settle down but he is ready to try adding a little stability and longevity to his romantic entanglements. And at 18, Noel is feeling more than ready to start exploring her sexuality.

As is the case with most first loves, nothing between the two comes easy. For all the ecstasy that comes with a first love, there's bound to be large doses of agony. "All the Real Girls" captures those moments of happiness and regret without applying a jaundiced eye. The movie acknowledges the highs and lows without needless embellishments, putting captivating moments of 'real life' on film in refreshing ways. Through realistic dialogue and a storyline that plays authentic, "All the Real Girls" manages to convey burgeoning love sans the typical Hollywood sugarcoating.

The film's male lead, Paul Schneider ('Paul'), plays the cad and the good guy with equal aplomb. He's charismatic, easy on the eyes, and enthuses Paul with personality and charm. As an onscreen couple, Schneider and Deschanel have great chemistry. They do a wonderful job of making their characters more vibrant, more 'there,' when appearing together.

Patricia Clarkson, the darling of this year's film festival circuit, co-stars as Paul's mother, Elvira. Clarkson is remarkable as a woman who is down but not out. Dressing in full-blown clown attire to entertain sick children, Clarkson brilliantly portrays her character's suffering under a painted on smile. While her role is small, scenes with her character delivering advice to her son Paul make up some of the most riveting moments in the movie.

"All the Real Girls" is a bold, refreshing take on an old subject. Young love - on film - rarely portrays the emotional roller coaster the way "All the Real Girls" does. This movie flows through all the twists and turns of love without suddenly applying the brakes or speeding up for a more thrilling ride. And if the plot's framework sways a little, that's alright. It remains true to its subject matter, leaving us with a film that's both truthful and entertaining.

Overall Grade: A-

"All the Real Girls" is rated R for language and some sexuality.