All the Real Girls is a 2003 drama about the budding romance that grows between a womanizing man and the little sister of his best friend. Paul (Paul Schneider) lives in a small Southern town, earning money by fixing cars. He doesn't really do much else except hang out with his friends, Tip (Shea Whigham), Bust-Ass (Danny McBride) and Bo (Maurice Compte). Despite having slept with nearly every girl in town, Paul has never really had a committed relationship. All of that changes when Tip's younger sister, Noel (Zooey Deschanel), comes from boarding school. Paul is instantly attracted to her, and the feeling is mutual. Knowing Paul's habit of loving and leaving woman, however, Tip is not happy that the two are becoming involved. As Paul learns how to be a committed boyfriend, he faces the choice between losing his best friend and possibly finally finding a woman that he can honestly love.