Julie Johnson (Lili Taylor, Gaudi Afternoon, The Haunting, Pecker, I Shot Andy Warhol, Four Rooms) seems like a normal Hoboken working class mother (with a closeted interest in astronomy and physics). But when a flyer comes in the mail about local courses, she decides to take a computer class, even though her bore of a husband forbids it and treats her like a child. The class is liberating and empowering for her, enough to kick her husband out of the house and start working towards her GED.

Her action leads her best friend Claire (Courtney Love) to leave her husband as well and move in with Julie and her two kids. Claire is very supportive as Julie passes the SAT and works with her computer professor (Spalding Gray) to get into college.

Julie begins to realize that she is in love with Claire, only to find out that Claire has been thinking about her in that way since junior high school. The two women begin a secretive romance, but each have different ideas about life and what to do with their dreams. Julie's passion for science surpasses her feelings for Claire, so it's not a nice happy lesbian ending. On the other hand, it is a film about female empowerment and reaching for your dreams even when others don't understand.

Nice, believable performances by both Taylor and Love in what seems like an unlikely combination. Mischa Barton ("The O.C.," Lost and Delirious) plays Julie's teenage daughter.