"All the Real Girls" is one of those movies you're sure you're supposed to like, and then you wind up not liking it so much.

That's because "All the Real Girls" is so talk-heavy, so forced and it's tone is so muted that it lacks the dramatic impact it should have. Consequently, it's a film that plays better at festivals than it does in general release.

However, this character drama is not a complete loss. It does feature one really great performance, by fast-rising Zooey Deschanel. Unfortunately, it also features one really awful one — by co-screenwriter Paul Schneider, who stars as Paul.

The twentysomething Paul is a bit of a lothario — one who has left a string of broken hearts around his small North Carolina hometown. That's why everyone is so panicky when he starts seeing Noel (Deschanel). She's the younger sister of Tip (Shea Whigham), his hot-tempered best friend. But to everyone's surprise, it may be Noel who winds up being the heartbreaker here. Because Paul falls for her. Hard.

Director David Gordon Green seems more occupied with capturing striking images than telling a story. And while "All the Real Girls" is a handsomely photographed film, it's also too aloof.

Much of that has to do with Schneider, who is not exactly the most appealing or endearing leading man and who seems all too aware that the camera is on him. That's a huge problem for a movie that needs you to like his character.

On the other hand, Deschanel is terrific. She's gotten into the habit of stealing movies from other people, and here she runs circles around her hapless co-star.

In fact, the only person who even comes close to matching her is Patricia Clarkson, who plays Paul's mother. It's unfortunate that her character is given so little screen time, because, frankly, her story may be more interesting than the one we're supposed to find so compelling.

"All the Real Girls" is rated R for occasional use of strong sex-related profanity and crude sex talk, simulated sex, violence (a scuffle), brief partial male nudity and brief drug content (dialogue about drug use). Running time: 108 minutes.

E-MAIL: jeff@desnews.com