The death of the Kimbrough family matriarch affects the three male survivors of the clan. Widower Easy tries to reconnect with his old flame, Marg. Eldest son and struggling musician Guy moves back to town, feeling guilty that he missed the funeral. His brother, Beagle, who was his mother's caretaker, falls for Marg's granddaughter, Georgia, a chronically ill girl who fears her time is growing short.

• The 7th Floor
• Vinyl Foote Productions
• Kristen Stewart
• Aaron Stanford
• Bruce Dern
• Elizabeth Ashley
• Jayce Bartok
• Miriam Shor
• Talia Balsam
• Tom Cavanagh