The cover art on the DVD might be enough to make any sensible movie fan avoid Just Looking the promise of a puberty-stricken peeping tom and his goal to witness "an act of love" threatens to categorize the 1999 indie comedy as a Porky's follow-up, with the requisite hijinks, pranks, and bawdy sex gags. But don't blame the movie, blame the marketing Just Looking is actually one of the smartest, funniest, and most charming films in the "coming of age" genre to arrive in a long while, a combination of wistful nostalgia and adolescent gossip wrapped in an unforgettable, formative summer. Ryan Merriman (The Deep End of the Ocean) stars as 13-year-old Bronx youth Lenny, whose is adjusting to his mother's marriage to a local butcher not long after the untimely death of his father. As school lets out for the summer of 1955, Lenny and his classmates are encouraged by their teacher to choose and achieve a personal goal. Obsessed with the mysterious act of coitus, Lenny decides he will spy on two people any two people having intercourse. But the general tension at home has his Jewish mother (Patti LuPone) send him away for the summer to "the country" that being his aunt and uncle's home in a Queens suburb. A job in his Italian uncle's delicatessen is the price of summer rent, but before long Lenny becomes enamored of his neighbor Hedy (Gretchen Mol), a friendly, gorgeous brassiere model. And while Hedy becomes the object of his "personal goal," he inevitably develops a garden-variety teenage crush on the older woman. Directed by Seinfeld veteran Jason Alexander, with assistance from scenarist Marshall Karp and Woody Allen producer Jean Doumanian, Just Looking successfully avoids ribald situation comedy and instead aims for the hallmark of all quality storytelling verisimilitude. Lenny isn't a peeping tom any more than any other adolescent. He's smart and ambitious, but his curiosity about sex is perfectly healthy. In fact, it's normal which is the thematic basis of Karp's script. Lenny becomes fast friends with his teen co-worker Marty (Alex Sobol), who then invites him to join a "sex club," which is nothing more than front-porch conversations with Catholic-school girls Alice (Amy Braverman) and Norma (Ilana Levine). Alice a bespectacled, nebbish know-it-all enjoys making comments about things like masturbation just to get a reaction from her male companions, and the "sex club" scenes are among Just Looking's funniest moments, perfectly capturing the sheer innocence of adolescent sexual banter. That noted, the final third of the story borders on melodrama with a series of confessions and revelations from several characters, but the total package is a note-perfect look at the enigmatic lives of adults as seen through the eyes of the young. A low-budget gem that deserves to become a word-of-mouth success on home video. Columbia TriStar's DVD release of Just Looking features a clean anamorphic transfer (1.85:1) with intentionally muted colors, and audio in the original Dolby 2.0 Surround. Features include a commentary with director Alexander, deleted and extended scenes, notes, and the theatrical trailer. Keep-case.