"All the Real Girls" is an intermittently powerful attempt to honestly portray the emotional contours of young love. In his first film since his overrated debut picture, "George Washington," writer-director David Gordon Green has created some fresh, penetrating, beautifully drawn scenes of one-on-one intimacy, a matter in which he is greatly helped by leads Paul Schneider and, especially, Zooey Deschanel. But some of what surrounds these interludes is variously misguided, fuzzy and borderline pretentious, resulting in an uneven work with a resonant central core. With critical reaction bound to be mixed, prospects look only modest on the specialized circuit.

“All the Real Girls” is an intermittently powerful attempt to honestly portray the emotional contours of young love. In his first film since his overrated debut picture, “George Washington,” writer-director David Gordon Green has created some fresh, penetrating, beautifully drawn scenes of one-on-one intimacy, a matter in which he is greatly helped by leads Paul Schneider and, especially, Zooey Deschanel. But some of what surrounds these interludes is variously misguided, fuzzy and borderline pretentious, resulting in an uneven work with a resonant central core. With critical reaction bound to be mixed, prospects look only modest on the specialized circuit.

Developed as a script before “George Washington,” by Green, with the story collaboration of North Carolina School of the Arts classmate Schneider, new pic sees the director continuing to apply an artfilm aesthetic to a working class subject. One can see the influence of Terrence Malick in the luxuriant quality of Tim Orr’s cinematography and in the periodic attempts to give the story a metaphysical overlay with competing images of nature’s grandeur and industry’s detritus, and of David Lynch in the quirky storytelling methods and use of protracted, unemphatic music selections behind scenes.

Green also favors an unconventional approach to structure and characterization, as he plops the viewer down in the middle of action already underway, and amid characters whose identities and relationships with one another take their own sweet time to reveal themselves. This forces the audience to pay close attention, which is not a bad thing, but can sometimes simply seem like a coy, self-conscious game, especially when, at the end of the picture, you realize you’ve never been provided with the names of the two leading characters.

But according to the press notes, their names are Paul and Noel, and the film’s long opening shows Noel (Deschanel) gently coming on to Paul (Schneider), who explains his reticence by insisting he doesn’t want to upset his best friend, who we later learn is Noel’s brother.

Subsequent early scenes are devoted to Paul hanging out with said best friend, Tip (Shea Wingham), an impulsive, good looking guy with very tall hair, and their other small-town buddies (pic was shot in Marshall and Asheville, N.C.) They are an unremarkable lot, given to horsing around, mild macho braggadocio and lack of introspection. Paul, who works on cars, still lives with his mother Elvira (Patricia Clarkson), and has a history of frequent female conquests that result in quick and sour endings.

But something about Noel makes Paul want to change, to handle this relationship differently. As successive scenes between them reveal, the two are really able to talk with one another, to be themselves and say whatever is on their minds. Now 18 and having spent the last six years sequestered in boarding school, Noel is a virgin, although interested in changing her status. Normally, Paul would take quick advantage of his opportunity, but he postpones having sex in order to continue to build trust with Noel and avoid the mistakes of the past.

Still, the pair’s friendship doesn’t escape the notice of the others, and an enraged Tip, who assumes his best friend is sleeping with his sister, breaks with Paul over it. But Paul and Noel’s intimacy continues to deepen, reaching a remarkable and moving level in Noel’s intense revelation of a tragic incident from her childhood that she’s never told to anyone before.

The excellent one-on-one scenes aren’t limited to the romantic leads. In a surprising conciliatory interlude between Paul and Tip, the latter makes astonishing confessions about his own infantilism, while Paul acknowledges to his friend that Noel’s impact on him is that, “She makes me decent.”

As the film’s true subject matter and meanings begin to reveal themselves, “All the Real Girls” comes to be about a decidedly limited young man’s effort to mature through his relationship with a young woman, one who is also anxious to grow but whose experience is negligible. Despite this, however, all indications suggest a potentially rewarding culmination to their methodical courtship — until Noel does something that throws a monkey wrench into the relationship.

Remainder of the picture deals with the couple’s desperate attempt to deal with the bitter aftermath of her act — the regret, anger, incomprehension and difficulty of articulating the reasons behind, and the import, of her behavior. Because their relationship has been established so thoroughly, the pain, confusion and heartbreak of the final section is palpable, and should connect forcefully with many viewers.

Unfortunately, other aspects of the picture are much less well calibrated, particularly the scenes featuring Paul’s mother, whose work as a professional clown result in some embarrassing moments in which Clarkson is obliged to try to convey her emotional condition from behind a painted face. These domestic scenes are completely misjudged and almost feel like they belong in a different movie.

Although less so than in “George Washington,” the dialogue sometimes feels stilted and unnatural, as if an intellectual writer has put unduly poetic comments into the mouths of everyday characters; final scene in the back of a pickup truck particularly grates in this regard. Periodic attempts at comedy are also rather lame, enough so to create apprehension about Gordon’s projected adaptation of the novel “A Confederacy of Dunces.”

Performances are all credible and naturalistic, but standing out from the rest is Deschanel’s work, which evinces an impressively direct connection to her character’s emotions. The actress does a wonderful job presenting a young woman who is trying, with varying degrees of success, to give voice to all sorts of things she has never felt or expressed before. Schneider, who resembles a younger Martin Donovan, presents a less compelling character, one almost too average and too dense to consistently inspire great interest. But he succeeds in getting across Paul’s intense desire for self-improvement and growth through what he sees as a pivotal and possibly life-changing relationship, as well as the limitations that might prevent it from being all he dreams it will be.

Active score, which consists of original music by David Wingo and Michael Linnen as well as song contributions by Will Oldham, Sparklehorse, Mogwai, the Promise Ring, Pyramid, and Mark Olson and the Creekdippers, is crucial in shaping the film’s moods. Orr’s widescreen lensing bathes the proceedings in beautiful qualities of light, with the autumnal setting dictating the dominance of burnished golden hues.

All the Real Girls

Production

A Sony Pictures Classics release of a Jean Doumanian production. Produced by Lisa Muskat, Doumanian. Directed, written by David Gordon Green, story by Green, Paul Schneider.

Crew

Camera (Deluxe color, widescreen), Tim Orr; editors, Zene Bakel, Steven Gonzales; music, David Wingo, Michael Linnen; production designer, Richard Wright; art director, Jeffrey Barrows; set decorator, Summer Eubanks; costume designer, Erin Aldridge Orr; sound (Dolby Digital), Christof Gebert; sound designer, Mark Gingras; line producer, Derrik Tseng; associate producer, Kim Jose; assistant director, Jeff Huston; second unit camera, Adam Stone; casting, Mali Finn. Reviewed at Sundance Film Festival (Dramatic Competition), Jan. 24, 2003. Running time: 108 MIN.

With

Paul - Paul Schneider Noel - Zooey Deschanel Elvira Fine - Patricia Clarkson Bo - Maurice Compte Bust-Ass - Danny McBride Leland - Benjamin Mouton Tip - Shea Wingham

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