Miramax PG-13

Men who have dated younger women may have difficulty with "Tadpole": it chronicles the sexual adventure of a 15 year old prep-school intellectual with his step-mother's 40 year-old best friend while he really wants his step mom. The difficulty I speak of is the certainty with which society would pursue any man with a 15 year-old girl, whereas in this film the reverse is just a curious escapade. Thank goodness for the recent "Lovely and Amazing," in which the older woman is charged with statutory rape.

Director Gary Winick's "Tadpole" is not as energetic as "The Graduate" or as funny as "Rushmore," but its charm comes from its low-key attitude toward transgressive sex without consequence. Oscar Grubman (Aaron Stanford) is no ambivalent Benjamin: he knows he wants his step mom and won't even brook for long the embarrassment of a brief affair with her best friend, Diane (seductively and sassily played by Bebe Neuwirth).

Oscar's precocious love of Voltaire, whom he quotes just a bit too often and his useful French are attractive to older women but plain unbelievable, I hope, to the mature audience. No one accused Lolita of being an intellectual.

The ending is not quite satisfying-I am suffering from ending despair these days after seeing the uncreative close to "Signs"-but then I forget almost all endings anyway. That it was filmed in digital video, with all the attendant graininess, orange, and shakes (looking like Steven Soderbergh's "Full Frontal") is more a nod to Dogma 95 than a pleasure to a visually-oriented audience.

Character development and inventiveness are important to any storytelling: "Tadpole's" short 77 minutes barely get Aaron developed, but the inventiveness of the situation is refreshingly there from the un "Graduate"-like party to a rare step-mom encounter. "Tadpole" adds weight to a growing pop-culture formula, taking the heat off the infamous January-May for men and sharing it with women.