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Writer-director David Gordon Green’s second feature, All the Real Girls, is another dispatch from that Amerindie demimonde in which awkwardness is considered synonymous with authenticity. The film is a small-town love story with a self-conscious twist: Virginal, 18-year-old Noel (Zooey Deschanel), back from six years at an all-girl boarding school, wants to have sex with her new 20-something beau, Paul (Paul Schneider). But Paul, an unlikely playboy, is feeling guilty about already having seduced most of the young women in their mountainous North Carolina hamlet, and he doesn’t want to reduce Noel to the level of his previous conquests. The milieu is so sad you may have to struggle not to laugh: Everyone works at the mill, except those who don’t work at all, like Paul, who’s sometimes conscripted by his mother (Patricia Clarkson) to don a clown outfit and join her in entertaining sick kids at the hospital. (Yes, the old

tragic-clown number—and Schneider, a classmate of Green’s at the North Carolina School of the Arts, actually helped devise this role for himself.) While awaiting some sort of resolution, people relate their stupid dreams; Noel’s pompadoured older brother, Tip (Shea Whigham), warns longtime friend Paul to stay away from his sister; and a mentally challenged boy and an adopted Asian girl dispense warmth and wisdom. Green, whose first film was the lauded George Washington, establishes a distinctive unhurried rhythm, and the rustic locations are nicely rendered by cinematographer Tim Orr. But the dialogue is so naturalistic that it often sounds like bad improvisation, and the performances of professional actors Deschanel and Clarkson clash with those of the film’s untrained players. Meanwhile, the mood is set and reset by melancholy alt-country (Will Oldham, Sparklehorse), ephemeral space-rock (Mogwai), and David Wingo and Michael Linnen’s maddeningly desultory fingerpicking score. By the way, who in this dirt-poor town paid to send Noel to boarding school in the first place? —Mark Jenkins