All the Real Girls is a 2003 American romantic drama film written and directed by David Gordon Green, and starring Paul Schneider, Zooey Deschanel, Shea Whigham and Patricia Clarkson.

It was well-received by critics and was nominated for several film festival awards, with Green winning a Special Jury Prize at Sundance.

Among his friends, Paul has a reputation as a ladies' man, and is not known for being involved in long-term relationships; most of his romances last only a few weeks, and he has slept with nearly every girl in town.

Paul begins to reach a point where he would like to lead a different life when he meets Noel, Tip’s teenage sister who has returned home after attending boarding school.

She emotionally tells him about a set of scars on her side: a few years earlier, her dad had let her drive their boat on a lake, but she was careless and ran over a boy in the water.

Feeling unseen by the romance films released at the time, David Gordon Green and Paul Schneider conceived and began writing All the Real Girls during the late 90s.

[5] However, when funding failed to come through for either project, Green got a job at a doorknob factory before turning back to All the Real Girls, a movie he felt "obligated" to make while in his youth and "while these feelings were still fresh and these wounds were still bleeding".

[6][7] Before partnering with Jean Doumanian and Lisa Muskat, a studio had offered Green a larger budget to produce the film.

[8] The crew for All the Real Girls was mostly the same as that of George Washington, most members of which were colleagues from University of North Carolina School of the Arts.

Zooey Deschanel was cast, after Green and Schneider felt she embodied how they envisioned the character, and for elevating the material they had written for her.

[10] Danny McBride, who served as a second unit director on George Washington, was cast in the supporting role in his acting debut in this film.

These decisions resulted in the first forty pages of the script being discarded from the final film, including a scene where Paul and Noel meet for the first time.

Wordsworth, after all, was 36 when he published, ‘The Rainbow comes and goes and lovely as the Rose.’ How many guys that age would have that kind of nerve today?” He gave the film a four out of four star rating.

[17][1] Zooey Deschanel was nominated for Best Female Lead at the 2004 Independent Spirit Awards[18] and Best Actress at the 2004 Mar del Plata Film Festival.