The story takes place in 1910, Texas. Nineteen-year-old Horace Robedaux (Tim Guinee) is invited by his mother, Corella Davenport (Stockard Channing), to visit her and his little sister, Lily Dale (Mary Stuart Masterson), in Houston. Horace's father died of alcoholism when he was twelve and Corella has been married to railroad worker Pete Davenport (Sam Shepard) for seven years. Pete let Corella bring along Lily Dale, but refused to accept Horace. Tension built up between Pete and Horace as Pete's trip to Atlanta was cut short and Horace was seriously ill when he got there.