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Widower Frank (Robert Carlyle), still overcome with grief at the death of his wife, helps stranger Steve (John Goodman) fulfill his dying wish: to reunite with a former love, Marienne (Mary Steenburgen), now the proprietor of a Pasadena, Calif., dance school. Frank's promise to the man sets into motion his own journey of self-discovery when he attends classes at the school and meets the lovely Meredith (Marisa Tomei), a woman beset by her own troubles.