Eddie O'Hare (JON FOSTER) is an aspiring writer whose father gets him a summer internship working for children's author and artist Ted Cole (JEFF BRIDGES). Rather than working in an office, however, Eddie ends up living in Ted's home where he soon discovers that the writer and his wife, Marion (KIM BASINGER), are in a trial separation with each taking turns caring for their young daughter, Ruth (ELLE FANNING).
Rather than helping Ted write, Eddie becomes something of an errand boy, doing various odd jobs and chores for the writer, including driving him out to sketch Eleanor Vaughn (MIMI ROGERS), a former lover who still poses in the nude but is becoming increasingly obsessed with her former lover.
While she and Ruth's young nanny, Alice (BIJOU PHILLIPS), are attractive, Eddie finds himself attracted to and fantasizing about Marion. She picks up on that and soon the two are having a torrid sexual affair, a development that worries the young intern should Ted find out. Yet, there are other familial troubles lurking about, including the deaths of the Coles' sons some time ago and the fact that Marion is still haunted by that. As the summer wears on and his affair with her continues, Eddie learns more than he was expecting from his internship.