|Jayce Bartok||Guy Kimbrough|
|Bruce Dern||Easy Kimbrough|
|Kristen Stewart||Georgia Kaminski|
|Aaron Stanford||Dwight ``Beagle'' Kimbrough|
|Melissa Leo||Ceci Kimbrough|
|Jesse L. Martin||Judd|
The death of the Kimbrough family matriarch affects the three male survivors of the clan. Widower Easy tries to reconnect with his old flame, Marg . Eldest son and struggling musician Guy moves back to town, feeling guilty that he missed the funeral. His brother, Beagle, who was his mother's caretaker, falls for Marg's granddaughter, Georgia, a chronically ill girl who fears her time is growing short.