Abandoned as a baby, 12-year-old Hollis Woods (Jodelle Ferland) has been in more foster homes than she cares to remember. Edna Reilly (Alfre Woodard), her patient but persistent social worker, finally places Hollis with Josie Cahill (Sissy Spacek), a retired art teacher whose house and yard are filled with her own artistic creations. Josie immediately takes to Hollis, and is delighted to discover that Hollis is an artist herself.