After Madelyn (Academy Award Winner Marcia Gay Harden) and Lucy (Leonor Watling) meet by chance, they make a pact to fix their unhappy lives: they will only do what the other one says and ignore their own instincts. But Madelyn has a secret. She knows herhusband is sleeping with Lucy, a much younger and beautiful woman. Madelyn's plan backfires when Lucy, an aspiring actress, orders her to play King Lear in a very amateur production, with Lucy playing the Fool. Madelyn's life is transformed in unexpectedways as, like Lear, she struggles with matters of mortality and betrayal, loyalty and love.