The final installment of what might be called Bruce Beresford's southern trilogy (the other films being Crimes of the Heart and Driving Miss Daisy) examines a disintegrating Southern family. The Odom family live in an elegant mansion, where Warren (Albert Finney) is retired and spends the days puttering around the house. One day, his daughter, a high school honor student named Lucille (Kathryn Erbe) finds a letter written by her mother Helen (Jill Clayburgh) declaring her intentions of leaving the family. Quickly re-writing the letter to remove the harsh words, she finishes it just in time for Warren to read it. Warren is crestfallen at the news of Helen's departure, telling her, "Lucille, I feel knocked off my perch about this." Warren descents into a depression as she and Warren await the return of Helen. After it becomes apparent Helen is not returning, Lucille drops out of high school to care for the home and her father, while Warren strikes up a relationship with available widow Vera Delmage (Piper Laurie). But then Lucille's no-nonsense older sister, Rae (Suzy Amis) arrives with her husband Billy McQueen (Kyle MacLachlan). Rae is pregnant and announces her intention of staying for awhile.