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.
| Writing | Jayce Bartok | Writer |
| Directing | Mary Stuart Masterson | Director |
| Production | Paul Schnee | Casting |
| Sound | Bobby Johanson | ADR Engineer |
| Sound | Ryan Collison | Foley Recording Engineer |
| Sound | Krissopher Chevannes | ADR Recordist |
| Sound | Rusty Dunn | Sound Designer |
| Editing | Colleen Sharp | Editor |
| Costume & Make-Up | Marina Draghici | Costume Design |
| Sound | Jack Hutson | Production Sound Mixer |
| Camera | Nicole Rivelli | Still Photographer |
| Sound | Lewis Goldstein | Sound Re-Recording Mixer |
| Costume & Make-Up | Roseann Milano | Wardrobe Supervisor |
| Camera | Peter Masterson | Director of Photography |
| Production | Lori Eastside | Extras Casting |
| Sound | David Briggs | Dialogue Editor |
| Art | Lisa Scoppa | Set Decoration |
| Production | Kerry Barden | Casting |
| Production | Suzanne Smith Crowley | Casting |
| Sound | Lewis Goldstein | Supervising Sound Editor |
| Sound | Duncan Sheik | Original Music Composer |
| Editing | Joe Landauer | Editor |
| Directing | Kirsten Kearse | Script Supervisor |
| Production | Billy Hopkins | Casting |
| Sound | Travis MacKay | ADR Recordist |
| Sound | Jay Peck | Foley Artist |
| Art | David Stein | Production Design |
| Sound | Rusty Dunn | Sound Effects Editor |
| Production | Esmé von Hoffman | Production Assistant |
| Production | Allen Bain | Producer |
| Production | Mary Stuart Masterson | Producer |
| Production | Darren Goldberg | Producer |
| Production | Elle Key | Producer |
| Production | Jesse Scolaro | Producer |
| Production | Jayce Bartok | Co-Producer |
