YOUNG MAN, OLDER WOMEN.

Byline: Bob Strauss Film Critic

'TADPOLE'' director Gary Winick has an eye for apt casting, can stage a farce sequence with subtle elegance and has great taste in the sources he steals from.

Next time, though, somebody give the guy a real camera.

Winick has expressed misplaced pride in the fact that he shot this ``Graduate'' redux with a Sony digital video HDCAM. Maybe that did free him up to get in close and intimate with the film's overeducated New Yorkers, but the pictures are just awful-looking. Whenever the frame widens, all kinds of elements go soft, and any camera movements trigger distracting background smears.

Distributor Miramax has reportedly succeeded in toning down the light flares that audiences complained about when the comedy premiered at the Sundance Festival in January. That's nice, but only so much can be done with fundamental cinematic qualities as lousy as they are here.

Depending on your tolerance for technical difficulties, this may make you more critical of the faults in Heather McGowan and Niels Muller's screenplay (it did me). On the other hand, ``Tadpole'' is smart, funny and just honest enough to provide the pleasures of a slightly naughty, just-above-average ofroadway play.

Although well into his 20s, newcomer Aaron Stanford eventually convinces us that he's 15-year-old Oscar Grubman, an exceptionally bright, French-speaking (thanks to his Gallic mom, never seen but the butt of many humorous remarks) prep-school kid. Home for Thanksgiving break, his imagination and hand fetish revving at full speed, he intends to finally make a play for his consuming object of desire: Eve (Sigourney Weaver), his professor father's (John Ritter) second wife.

Into Voltaire more than Salinger, Oscar doesn't appear to want to punish his father for anything (indeed, it would have been nice if a real filial confrontation of some sort emerged, but the filmmakers were too interested in rushing through an easy, happy ending to address such an obvious matter). No, he's just idealized his stepmom, a medical researcher, to the point of obsession.

Sample dialogue: ``It just seems like they haven't lived that much,'' Oscar answers when Eve asks if he's interested in any girls at school. ``Well, we're talking about sophomores,'' she notes with logical hilarity.

Anyway, before Oscar finds just the right moment to express his feelings, he gets drunk and is seduced by Eve's best friend, Diane (Bebe Neuwirth, delightfully carnal). The morning after, he's mortified, she's much too satisfied, and he has to worry about Diane spilling the beans to his, um, true love now.

This being a film about worldly Manhattanites, the word ``statutory'' is never uttered, let alone thought about - although the situation does lead to a very funny, direct ``Graduate'' reference, and fuels the picture's best sequence in a refined French restaurant.

But more than Dustin Hoffman's breakthrough work, ``Tadpole'' is most reminiscent of Whit Stillman's preppy character comedies (``Metropolitan,'' ``The Last Days of Disco''). The story construction here is tighter (until that deflating ending, anyway), but Stillman's much deeper understanding of nearly upper-class character quirks is far more convincing than this crew's plot-driven approach.

Still, ``Tadpole'' manages to wriggle into the lineup of this summer's unusually smart coming-of-age comedies, albeit a bit behind ``The Dangerous Lives of Altar Boys'' and ``Pumpkin.'' It may sound superficial to say that looking better would have helped a lot. But it's true.

TADPOLE - Two and one half stars

(Rated PG-13: language, sex)

Starring: Aaron Stanford, Sigourney Weaver, Bebe Neuwirth, John Ritter.

Director: Gary Winick.

Running time: 1 hr. 17 min.

Playing: Century 14, Century City; The Grove, L.A.; Monica, Santa Monica.