Dark and sweltering, steeped in shadows and sealed off from the rest of the world, Mrs. Potts's cattle ranch is a place where secrets have a way of multiplying. Events scarcely remembered and even more dimly understood simmer just below the surface, as patient as the locust that gestates in the dark earth waiting for its time in the sun.
Delilah Ashford Potts (Kate Capshaw) runs her cattle ranch with a sultry blend of strength and seduction. Scores of men work the grounds, but only one is chosen each night to share her bed. It's an unspoken arrangement in a place where Mrs. Potts's rules are scrupulously obeyed ... until a drifter looking for work shows up on Mrs. Potts's door.
With his own share of secrets, Clay Hewitt (Vince Vaughn) sees the world as a place where a man is a man, a woman is a woman and the relation between the two is well-defined. Though initially drawn in by the widow's frank sensuality, it is the spectre of her silent son Flyboy (Jeremy Davies) that captivates Clay. A withdrawn, emotionally-crippled man-child, Flyboy's subservience and whispered-about past barely scratch the surface of the dark places where his soul has been buried all these years.
With the help of Kitty (Ashley Judd), a free-spirited local girl, Clay reaches out to him, encouraging Flyboy to take his first steps toward independence, and uncovering the long-buried secrets that will change all of their fates.
Her mother's death at childbirth left Delilah Ashford Potts in the unsympathetic care of a father who cursed her for the loss of his wife. His abuse continues throughout her life, a gift she passes on to her son Flyboy. As sole proprietor of the family estate on the harsh, dusty environment of a cattle feed lot, Mrs. Potts manages her land with total control, dominating the men who work for her, maligning her only son with humiliating dismissal, and treating her lovers with scorn. She soothes her pain in a wash of bourbon and cigarettes, her constant companions to long days and lonely nights.
Into her world comes Clay Hewitt. Innocent of the darkness that lays before him, he signs on to work on the ranch and live in the carriage house on the property. He shares his meals with Mrs. Potts, trying to suppress the chemistry between them. They are served by her son, Flyboy, who is forced to wear an apron and eat alone in the kitchen. Ignored by his mother, he begins to open up to Clay's gentle recognition of him.
As their friendship develops, Clay attempts to draw Flyboy out of his cocooned world and naively exposes him to even greater tragedy. At the same time, he opens himself up to the unfathomable wrath of Mrs. Potts and the potential of having his own troubled past revealed.
While Clay enters the self-contained world of the feed lot, Kitty (Ashley Judd) draws him out toward his own salvation.
Though he has troubles of his own, Clay is driven to help Flyboy and in so doing, upsets Mrs. Potts's controlled world and unleashes her barely contained fury.