Just out of Harvard medical school, Sam (Christian Bale) and his fiancee Alex (Kate Beckinsale) seem destined for a life of privilege. Intending to find an apartment of their own in Los Angeles--where Sam will do his residency and Alex will complete her dissertation--they decide to stay temporarily with Jane (Francis McDormand), Sam's free-spirited, record producer mother who never provided straight-arrow Sam with the stability he so obviously craves. Jane has just left her longtime lover for Ian (Alessandro Nivolo), the young British musician whose band she is producing. At the expense of her studies, Alex gradually becomes entranced by Jane's carefree, pot-smoking ways--as well as by Ian--at the same time that Sam encounters temptation at the hospital in the form of Sara (Natasha McElhone), a beautiful young resident. Lisa Cholodenko's (HIGH ART) film uses an unconventional mother-son relationship to examine how parents' decisions affect our lifestyle choices as adults. Playing the flipside of her role in ALMOST FAMOUS, McDormand imbues Jane with the appropriate libertine's spirit, an attitude that she finally turns her back on when it finally gets in the way of her son's future. An effective score by Craig Wedren and memorable songs by Sparklehorse lend authenticity to the film's music business backdrop.

When Sam and his fiancee Alex graduate Harvard Medical School they decide to finish their studies in Los Angeles. The couple need somewhere to stay whilst they look for a new home. Sam's mother offers to let them have her house which she promised would be vacant.