Julia Roberts portrays Isabel, a career-minded photographer forced into the role of unwelcome stepmother to her boyfriend Luke's (Ed Harris) two children-12-year-old Anna (Jena Malone) and 7-year-old Ben (Liam Aiken). Her efforts to earn their love and respect are complicated by Jackie (Susan Sarandon), Luke's ex-wife and the kids fiercely devoted mother, who resents Isabel's intrusion. When Jackie discovers she has a terminal illness, the two strong-willed, independent women are forced to find a way to connect. Realizing they must put aside their differences, the two women find that their love for the children is more than just common ground. Eventually they discover how to accept each other in order to live life to the fullest, while they have the chance.