Russian-born Laura (Dina Korzun) lives in Memphis with her older boyfriend, Alan (Rip Torn), a cantankerous and legendary rock 'n' roll producer. When Alan's grown son Michael (Darren E. Burrows) arrives, prickly emotions surface, a messy affair ensues, and Laura's life is forever changed. This romantic drama, directed and co-written by Ira Sachs, won the 2005 Sundance Film Festival's American Dramatic Grand Jury Prize.

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