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| Kirk Douglas | Donald Baines |
| Michael Goorjian | Christopher Baines |
| Ron Marasco | Stan |
| Karen Tucker | Isabelle |
| Richmond Arquette | Mortimer Malalatete |
| Bryan Cranston | David Bennett |
| Ted Raimi | Ian |
| Eugeniy Voronin | Vladimir |
| Gibson Frasier | Interviewer |
| Kevin Weisman | Kay |
| Michael Kemmerling | Seymour |
Donald Baines is a legendary filmmaker in the twilight of his life. Slowly dying, he watches his life's work in a private screening room, but he is haunted by the sacrifices he made for his art, and especially by the rejection of Christopher, his illegitimate son. One night, the ghost of a long-dead movie editor transports Donald to an old theater, where he sees three visions of his son's life and gets a final chance to make a change in that life.
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