All the Real Girls is the story of a boy and girl who fall in love and then get all confused about it. So if you think you’ve seen this movie before, you’re right in the sense that it’s a familiar and oft-filmed topic, but you definitely have not seen a movie tackle this subject so satisfyingly in quite a while. This film reminds you why people keep returning to the clichéd concept of first love; if you get it right, you have a damn good movie on your hands. All the Real Girls is successful because David Gordon Green, only a second-time director, understands the scope of his story. This is not an earth shaking event or even anything out of the ordinary, despite what it feels like to young lovebirds Paul (Paul Schneider) and Noel (Zooey Deschannel). This is a small, though maybe universal, story that Green successfully steers away from melodrama while dealing honestly and thoroughly with his material. It is not perfect, but it has enough perfect moments to make this a film well worth watching.

Green is credited as the screenwriter, but the story was a collective effort between him and Schneider. Schneider and Green began thinking about the story when they were in college (and had just had their hearts broken) and spent the next couple of years collecting and developing anecdotes, comments, and character traits before setting them down on paper. I mention this because the film feels like it is a collection of the best things you’ve ever heard or seen anyone do. This is not to say that everything is articulate or witty–not by a long shot–but that the dialogue is real and interesting. Paul and Noel spend a lot of time talking, and it’s the kind of talking that makes you understand why they like each other so much. Even when it’s inarticulate (like when Paul tells Noel, “I like you ’cause you look around and listen”), it is charmingly, realistically inarticulate. Paul and Noel don’t like each other because they’re perfect but because they understand each other even when saying silly things.

It’s not only what they say or don’t say that shows us how they feel about each other. In a scene that takes place in a bowling alley, Paul and Noel are leaning on each other in complete and crazy ways; they make it look comfortable. This scene, in which Paul tells Noel to turn her back to him because he feels like dancing, encompasses all the quirky, charming grace that this movie possesses in its best moments.

There is a little trouble with the script though. Paul, in a bout of heartbroken drunkenness, goes to the nearby bar and launches into a soliloquy about animals and “mistakes in nature,” as some kind of metaphor for himself and people in love more generally. Paul sounds like a wallowing windbag who has nevertheless arrived at a remarkable, earnest insight. Paul is both impressed and surprised with himself for this speech and he’s not the only one–the screenwriters are, too. There is nothing necessarily wrong with such an overlap if it is pulled off gracefully, which it is not here. You can feel Green and Schneider’s pleasure at making up the “perfect” anecdote for this scene mixing with Paul’s own drunken astuteness. All of this just makes the scene feel, well, made up; Paul’s story about geese running into a barn comes across as the didactic creation of two college guys trying to write a movie script rather then something that actually happened.

Paul has a number of important relationships with people other than Noel that are portrayed with varying degrees of success. Paul and his mother, Elvira (Patricia Clarkson) are close. In general, Elvira is a funny, loving mother, but in some of the scenes, particularly when Paul is spending a great deal of time with Noel and then in the aftermath of his heartbreak, it is unclear why she reacts so harshly (perhaps it has something to do with the Oedipal overtones of their dynamic). More problematic than this is Paul’s relationship with Tip (Shea Whigham), Noel’s big brother. Tip and Paul are best friends, but it’s kind of hard to understand why. It’s not that Tip is a bad guy; he’s really an honorable, decent kind of fellow, but he seems completely different from Paul, a whole mile slower. Tip’s also the closest this film comes to a stereotype. He’s the “guy’s guy” who when asked about his feelings says that he “gets uncomfortable talking about that sort of thing,” but is, it turns out, deep down inside a big sweet baby who still sucks his thumb and wets his bed.

We are supposed to buy Tip and Paul as friends because apparently, before Noel, Paul was a lot like Tip. We are told that Paul is a callous Romeo, who has heartlessly slept with and dumped all the girls that live in their small town. Given that Paul drives around in a junky red car, is close to his mother, sweet to his cousin, loyal to his friends and given a mischievous, sweet, funny air by Schneider it’s the least realistic thing about the film. He may never have been in love before (and Deschannel makes Noel such a vibrant, smiley, and cool girl you can understand why she is the first), but a cold-hearted Casanova he is not. Yet his past history ends up complicating his relationship with Noel. Paul has some convoluted feelings about sex, as does the film in general. He worries about turning the virginal Noel into another one of his conquests, and it is around this issue of sex–who’s having it and who’s not–that the plot turns.

The film’s dedication to portraying a realistic and honest relationship is taken to entirely new levels after Paul and Noel go bad. After being spoiled by movies in which the protagonists always know exactly what to say, have the perfect witty comeback, and 100 percent clarity about their own motivations, watching Noel and Paul’s complete ineloquence, short-sightedness, and overall confusion can be really frustrating. But putting aside a cheesy yearning for happy and simple endings (which, admit it, we all kind of want) the last third of this film is as honest as all that came before it. Watching Paul and Noel screw things up for no clear reason just reminds us that being happy is not so easy, especially considering our remarkable capacity for getting in our own way. That being said, the filmmaker and Paul are far more forgiving of Noel than I’m sure some viewers will be. As great as she is, if Paul just started hating girls you could hardly blame him.

As Green demonstrated in his first feature film George Washington, he has a penchant for scenery. Green uses beautiful natural expanses, industrial sites, and randomly intriguing shots (of a two-legged dog for example) to give his movie a mellow, calm pace. Green is in no rush; he wants the audience to have time for everything to sink in, to absorb, before leading us on to the next moment. It’s a good match for his subject matter. There’s no reason to hustle on to the next thing with a story this compact. If Green were a more frenetic filmmaker the characters and story would certainly be less fully and richly explored and All the Real Girls would not be the excellent film that it is.