New York based pianist Willie Conway (Timothy Hutton) returns to his snowy home town to attend a high school reunion. Willie reunites with his old friends, Tommy "Birdman" Rowland (Matt Dillon), Michael "Mo" Morris (Noah Emmerich) and Paul Kirkwood (Michael Rapaport). Willie finds that two of his old high school buddies have all got problems with their relationships, Tommy, is having a affair with former high school girlfriend Darian Smalls (Lauren Holly) who is now married and Tommy has a girlfriend named Sharon Cassidy (Mira Sorvino) and Paul is angry that his former girlfriend Jan (Martha Plimpton) broke up with him because he won't commit and has tons of posters of supermodels on his bedroom wall. As Willie waits for his girlfriend Tracey (Annabeth Gish) to arrive, Willie finds himself having a crush on Marty, his 13-year old next-door neighbor and Willie, Tommy, Michael and Paul find themselves falling for Andrea (Uma Thurman), who is also visiting.