Judd Apatow's directorial debut, The 40-Year-Old Virgin accomplishes something very rare for a comedy, it is a very funny, bawdy sex comedy that transcends the genre because of the three-dimensional characters and the subtle acting. Steve Carell created his character while part of Chicago's Second City troupe, and like all of the best sketches they produce, the laughs come more from the human behavior of the characters than in the situation itself. Carell's pitch-perfect performance is matched by Catherine Keener who creates a warm, appealing, intelligent woman who would believably fall for Carell's character. All the supporting players (Paul Rudd, Seth Rogan, Jane Lynch, and the rest) are given fully realized characters to play, making the outrageous behavior even funnier because the audience can relate to the people even if the actions seem outlandish. The screenplay is both full of big laugh lines and works as a perfectly structured romantic comedy. In lesser hands, this would have become a one-note comedy, but The 40-Year-Old Virgin is a comedy symphony.