The Way, Way Back is a movie about a boy—awkward and introverted 14-year-old Duncan, all hunchback slouch and downcast eyes—who learns to become a man. But it's also a film about two men who remain stuck in boyhood. They're men-children of entirely different species: Trent (Steve Carell, playing against type to mixed results) is the boyfriend of Duncan's divorced mom. He's a philandering meanie who lies about his whereabouts, bullies Duncan and throws a fit over a game of Candy Land. Owen (Sam Rockwell) is the fast-talking manager of a slightly shabby water park, too fond of cracking jokes and making '80s references to follow the rules or think much about his future. And each has the potential to make or break Duncan's summer vacation in a quaint New England coastal town, where the kids spend their days sulking and the parents pour their cocktails at noon and sneak off to the dunes to smoke weed. (Allison Janney, as a tipsy tornado with an orange-tinted tan and too much blue eye shadow, is a scene-stealer.) Forced to sit on the beach with Trent's snotty teenage daughter, Duncan—admirably underplayed by Liam James—looks ready to bury himself in the sand.

Wanting to escape Trent, Duncan finds a girly pink bicycle and pedals to Water Wizz, the park Owen runs. In a Dirty Dancing-style twist, it's here with the comparative riffraff that Duncan builds his confidence, his social IQ and even his break-dancing skills, earning the nickname "Pop 'n' Lock." Much of his growth is due, of course, to Owen's alchemic, anarchic mix of gentle ribbing and overt encouragement, which Rockwell conveys with warmth and wit.

It's a well-worn model, but Nat Faxon and Jim Rash (who shared a screenwriting Oscar with Alexander Payne for The Descendants and make their directorial debut here) manage a film saturated in both summery charm and gratifying laughs. It's not without faults—Maya Rudolph, as Owen's love interest, doesn't get to use her significant comedic chops, and Faxon's bit part as a leering water-slide attendant feels unnecessarily misogynistic—but for the most part, The Way, Way Back has serious soul for such scant subject matter. Like the looping water slide at Water Wizz, it may not surprise, but it still satisfies.

Critic's Grade: B

SEE IT: The Way, Way Back is rated PG-13. It opens Friday at Fox Tower.