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| Renée Zellweger | Ann Devereaux |
| Logan Lerman | George Devereaux |
| Kevin Bacon | Dan Devereaux |
| Troy Garity | Becker |
| David Koechner | Bill Massey |
| Eric McCormack | Charlie |
| Chris Noth | Dr. Harlan Williams |
| Mark Rendall | Robbie |
| Nick Stahl | Bud |
| Steven Weber | Wallace McAllister |
| Robin Weigert | Hope |
| Molly Quinn | Paula |
| Phoebe Strole | Wendy |
| J.C. MacKenzie | Tom |
Tired of her bandleader husband's philandering ways, Ann Devereaux packs her sons, Robbie and George, into their 1953 Cadillac and hits the road in search of a new man who can bankroll their future. Finding a new mate is not as easy as she thought, however, and as time and miles roll on, George begins to resent life on the road and his mother's seemingly selfish choices.
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