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| Billy Crudup | Henry Roth |
| Mandy Moore | Lucy Reilly |
| Dianne Wiest | Carol |
| Bob Balaban | Arthur Patrick |
| Bobby Cannavale | Don Meyers |
| Christine Taylor | Allison |
| Peter Bogdanovich | Roger Spade |
| Amy Sedaris | Cassidy's Mom |
| Catherine Kellner | Abusive Mom |
| Chris Fitzgerald | Robin |
| Jeremy Shamos | Matthew |
| Martin Freeman | Jeremy |
| Tom Wilkinson | Rudy Holt |
When children's author Henry Roth loses his longtime illustrator, his publisher sends him a new artist, Lucy . He is a tangle of neuroses and nastiness, and he does everything he can to alienate her, even though he must deliver his latest book in less than a month. Secretly Henry begins to fall in love with Lucy, and at the same time, her ex-boyfriend returns to try to win her back.
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