This quiet, intelligent, coming-of-age story is a joy to watch largely because it's so honest. It also features a superb performance by newcomer Lauren Ambrose as Frankie Wheeler, a naive waitress who wants more than her Myrtle Beach existence can offer.

It's summer, which means feverishly working at her family's restaurant and hanging out with wild child best friend Nicola (an overly shrill Jennifer Dundas Lowe), who runs a body piercing joint. Life is pretty routine until Josee (Joelle Carter) gets a job at the restaurant and turns Frankie's life on its side.

Josee is beautiful, spontaneous and like no one Frankie has ever met. The two become friends, which infuriates a jealous Nicola, pushing her to new heights of inappropriateness. Her behavior strains her friendship with Frankie, who is not only evaluating their relationship but also deciding whether to take some chances with her life.

The film unfolds leisurely, yet most of the time, the pace feels right. Director Robert Siegel knows the strength here is in his characters; he allows them to tell the story as much by what they don't say as by what they do. Ambrose conveys an innocent charm as the slightly off-kilter Frankie, who is beautiful in her plainness. She is so convincing that when a hippie drifter (Jamie Harrold) falls for her, we feel her discomfort and root for her to blossom.

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