With her life at a crossroads, 25 year-old Sophie Conway (Maggie Grace) returns home to the small town she always wanted to forget.

Once home, she is faced with the friends and lovers she left behind such as the handsome Billy (Jonathan Tucker), a tangled relationship with her mother Carolyn (Christine Lahti), and Harry Pleasant (Hal Holbrook), an Alzheimer's Disease patient who, in an opposing way, shares Sophie's struggle to remember.