With Alyson Michalka (she of duo Aly & AJ and a three-year stint on "Phil of the Future") and Vanessa Hudgens (she of mega-popular franchise "High School Musical") the two supposed central audience draws of "Bandslam," it is not unreasonable to expect a cheesy bubblegum-pop Disney Channel movie that just so happens to be getting a theatrical release. Those fears, however, quickly dissipate as this Summit Entertainment-distributed, high-school-set slice-of-life reveals an undeniable honesty and sweetness, as well as a welcome aversion to stereotypical characters painted in broad strokes. The teenagers populating "Bandslam" are far from perfect, but they have goals, dreams, feelings and insecurities as they generally strive to be better people. As for the film they're in, it quickly warms to the viewer after a rocky start and becomes not only exceptionally entertaining, but also keenly knowledgeable about music and the history and reverence behind it. This latter detail should come as no surprise once one recognizes that the director and co-writer is Todd Graff, he of 2003's delightful, melodic indie gem "Camp."

When 15-year-old Will Burton (Gaelan Connell) moves with tight-knit mother Karen (Lisa Kudrow) from Cincinnati to the New Jersey town of Lodi, he looks forward to a brand new start even as he suspects he will quickly settle into his usual lowly place within the high school caste system. A little shy and just a tad bit awkward in his skin, Will is nonetheless befriended by ex-cheerleader Charlotte Banks (Alyson Michalka), a senior who has chosen to turn her back on the popularity she once knew. She is the lead singer of a make-shift rock band she hopes will get to compete at the regional Bandslam competition (the winner gets $10,000 and a recording contract), and Will is just the music aficionado she has been looking for to manage them. As Will gradually comes into his own, happy to finally find a place where he fits in, Karen and quirky outsider classmate Sa5m (Vanessa Hudgens)—"the 5 is silent"—are both wary of Charlotte's true motives and don't want to see him get hurt.

"Bandslam" features an unpromising opening, with the too-cute incorporation of song titles into Will's narration (e.g. "Novocaine for the Soul," "Comfortably Numb") and one of those tiresome scenes where Will walks around the school and describes the different cliques surrounding him. Once Will and his mom drive east to New Jersey, the film improves considerably. Like 2008's "Nick and Norah's Infinite Playlist," "Bandslam" avoids slapstick, pratfalls and other forms of immature comic relief often found in modern teen comedies, instead aiming for the truth of what one's high school experience and interpersonal relationships are really like. The characters are warmly and deeply felt in a screenplay by Todd Graff and Josh A. Cagan, and for all of Karen's and Sa5m's doubts about Charlotte—she is, indeed, hiding something that explains why she has latched onto Will—there is also never any doubt that she does genuinely like him as a person. Will, meanwhile, is an easily relatable everyman type, and Sa5m is an outsider by choice whose charmingly eclectic tastes run the gamut from reading "Wuthering Heights" to seeing "Evil Dead 2" at a theatrical revival. Charlotte's ex-boyfriend, Ben Wheatley (Scott Porter), a Bandslam competitor himself, could have easily been turned into the gruff, one-dimensional bully of the piece, but he, too, is drawn with more complex shades and, when it all comes down to it, actually has a heart and recognizes the error of his ways.

Will's friendship with Charlotte, cautious romance with Sa5m, and relationship with his mother divvy up satisfactory screen time so that none of them feel underdeveloped or short-changed. In the midst of these subplots is an embracing of music and the effect it can have on people. As Will retitles the band I Can't Go On, I'll Go On (a brilliant name, by the way) and more members, like drummer Basher Martin (Ryan Donowho), pianist Kim (Lisa Chung), and cellist Irene (Elvy Yost), are brought in to give them some musical fullness, the practice scenes and jam sessions that director Todd Graff portrays capture the value of teamwork and a genuine joy for performing.

The soundtrack, featuring cuts from Nick Drake, David Bowie, The Velvet Underground, Wilco, as well as covers of "I Want You to Want Me" by Alyson Michalka and "Everything I Own" by Vanessa Hudgens, respectively, is an aural dream. Likewise, a scene where Will presents a class video project scored to the beautiful "Young Folks" by Peter Bjorn and John is adorable, cementing the feelings he and Sa5m have for each other. Another sequence where Will and Sa5m daytrip to New York City and sneak into the now-defunct CBGB, reconnecting with the legacies that have passed through via posters on the wall for The Ramones, Patti Smith and Bad Brains, is equally magical and touching. As Will succinctly tells Sa5m, "CBGB is just a T-shirt that Paris Hilton wears to look cool," and for once, we have a Paris Hilton reference with an actual point behind it. In the twenty-first century, how many young people really know the history behind CBGB, and the weight that should come with wearing a shirt emblazoned with those four letters? Sadly, not many.

In his first leading role, Gaelan Connell (2004's "A Dirty Shame") is a dead-ringer for a slightly younger Shia LaBeouf, and, as it turns out, has much of that actor's charisma, too. Connell essays the classic underdog protagonist, and his Will Burton is someone the viewer actively wants to root for. In her first feature film, Alyson Michalka is a gorgeous natural as Charlotte, the grim underbelly of her sunny demeanor showing itself in some powerfully performed dramatic late scenes. As Sa5m, Vanessa Hudgens (2003's "Thirteen") is perhaps too attractive to believably play the outsider role, but she is very good all the same and shares an unforced chemistry with Connell. Scott Porter (2008's "Speed Racer"), aided by a script that doesn't turn Ben into a caricaturized bad guy, also embraces the different layers of his character.

Finally, Lisa Kudrow (2009's "Hotel for Dogs") is terrific as always, playing Will's mother, Karen, as someone who has always prided herself on being her son's friend and his parent. She also amusingly poses as his 23-year-old sister, it turns out, when Basher Martin gets a crush on her and agrees to join the band under the condition that she attend their practices. Kudrow is masterful at delivering a great zinger of a line—after a heart-to-heart with Charlotte segues to a brief pause of silence between them, Karen informs her, "Well, I'm not gonna hug you or anything"—but the actress is also remarkable at delivering pathos and plausibility in every moment. If Kudrow could conceivably appear in every movie that gets made in Hollywood, they would all be better for it.

"Bandslam" climaxes, as it must, with the title competition. Adding further conflict, a last-minute surprise from another contestant finds I Can't Go On, I'll Go On scrambling for a last-minute song replacement. The outcome, which will go unrevealed, both avoids the obvious conclusion while devising a different, even better, happy ending. With the exception of a couple long-winded speeches written into the screenplay, director Todd Graff gleefully subverts clichés—when Ben tries to win Charlotte over by serenading to her, she calls him out on his corniness—whilst remaining earnest and wise in his look at talented teenagers without all the answers, struggling to find their way. One thing they all know how to do is seriously rock, and so does the film they're in. "Bandslam" is more unadulterated fun than it has any right to be.