Shepard stars as Howard Spence, an aging, hard-living Western (genre) star, who, disgusted with his life & washed up, flees by horse from the set of his latest western filming in the desert outside Moab, Utah, Utah. He hits the road looking for refuge in his past, traveling to his hometown of Elko, Nevada, Nevada to visit his mother, who he hasn't seen in 30 years. And, eventually, to Butte, Montana, Montana, looking for a woman (Jessica Lange) he left behind twenty years before when he was filming a movie there. Also converging on Butte is a young woman named Sky (Sarah Polley), returning her late mother's ashes to her hometown and conducting a search of her own.