The Lookout marks the directorial debut of Oscar nominated screenwriter Scott Frank. And what a fine first effort it is. We've come to know and appreciate Frank's writing skills from such thrillers as Dead Again, Little Man Tate, and Out of Sight, so it's not too surprising that he’s responsible for The Lookout's exciting script. But it’s amazing that he also directed the film while avoiding most of the trappings which seem to befall so many first-time helmers.

Although a little difficult to classify, The Lookout is an exciting thriller with an elaborate bank heist. But it’s also a mesmerizing character drama drawing us in with interesting, complex characters we get to know so well and care so much about -- a typically nonexistent trait of most thrillers. And that's where Frank finds so much success with his film. He blends nail-biting action with heartbreaking human insight into what happens to people when things don't quite work out like we imagined.

The title character is Chris Pratt (Joseph Gordon-Levitt) a former star athlete who had everything going for him until he plowed his sports car into a stalled combine on the side of the road, killing two of his friends, maiming his girlfriend and leaving himself with permanent brain damage that complicates his life down to the minutest of aspects. Left with virtually no short-term memory, nor the capability to perform even the simplest of social tasks, Chris' inner struggles are expressively displayed across Gordon-Levitt's face. Chris went from the kid students three years his senior wished they could be to a wounded shell of his former self, reduced to referencing Post-it Note reminders on such simple everyday tasks as turning off his alarm clock and remembering to lock the door.

Chris eventually hooks up with Gary (Matthew Goode) a smooth talking con man who plays on Chris' insecurities and social inhibitions to enlist him in an elaborate scheme to knock-off the bank where Chris works as a night janitor. Gary's plan involves a lecherous band of ne'er do wells who befriend Chris despite the suspicions and warnings of his blind roommate, Lewis (Jeff Daniels), the guy acting as Chris' guide and mentor. We remember Goode's wonderful performance as the wealthy fiancée of Scarlett Johansson's character in Match Point, and he's quite believable here as well in his character’s chameleon-like skin: both a charming shyster and the devilish snake he really is. Frank's writing really shines in showing the relationship between Chris and Gary, which must be completely believable for the whole plot to work. If we don't buy it, the entire film falls on its face.

Gary seems like a great pal to Chris, even throwing a hot girl his way in the form of Luvlee Lemons (Isla Fisher), a former exotic dancer who lures Chris into the scheme, hook, line, and sinker. Despite his mental disabilities, Chris knows exactly what he's getting into, but sees his participation as a way of gaining the respect he once had.

Scott Frank deserves complete credit for the success of The Lookout. His writing harkens back to the old school of film scribes – to when storytellers spent precious screen time building characters before sending them on their journey. Too often these days, filmmakers seem under too much pressure to be commercially successful, so they forego the most important aspects of telling a story. Not the case here. As a result, The Lookout claims a spot in the young 2007 movie season as one of the year's best films.

(Released by Miramax Films and rated “R” for language, some violence and sexual content.)