At 16, Dedee Truitt (Christina Ricci) knows a lot about life… maybe too much. She runs away from her troubled Louisiana home to live with her half-brother Bill (Martin Donovan) and turns his quiet existence upsidedown. Bill is a dedicated and caring English teacher in a small Indiana town who happens to be gay. He has been left independently wealthy after his lover died and is trying to resurrect his life with a new boyfriend, Matt (Ivan Sergei).
Lucia (Lisa Kudrow), Bill’s sexually-repressed best friend and late lover’s sister, distrusts the newcomer and tries to protect Bill. Her suspicions are confirmed when Dedee, being drawn to Matt’s good looks and easy going manner, lures Bill’s boyfriend into abandoning his gay lifestyle to be with her.
This unusual love triangle is further complicated when Dedee reveals she is pregnant and Matt is the father. She then persuades Matt to steal $10,000 of Bill’s money and to hide out with her in Los Angeles. For insurance, Dedee also steals the ashes of Bill’s deceased lover and threatens to dump them if Bill comes looking for Matt and Dedee.
If things aren’t bad enough for Bill, Matt’s jilted, bitter ex-lover, Jason (Johnny Galecki), frames him for sexual harassment at his school, causing a scandal in their normally quiet town and forcing Bill and Lucia to go on a wild chase in search of Matt and Dedee to clear his name.
Sheriff Carl Tippett (Lyle Lovett) follows them, trying to help his friends Bill and Lucia find the runaways and keep them out of trouble, all while he finds himself falling in love with Lucia. Lessons of life and love are learned as they all confront and explore their own sexuality, learn to let go of their traditional beliefs and ultimately discover that what they really want is what Dedee calls the opposite of sex – lasting, committed and loving relationships.