Rae Dawn Snow returns to her hometown of Angel Falls with her teenage son Sonny for her father Suds Snow's funeral. Rae takes over her father's poolhall, and quickly resumes her steamy affair with her first love, married rancher Eli Harrison. Feeling neglected by her husband, Eli's alcoholic wife Genna turns to the ranch's new hired hand, sexy drifter Toby Riopelle for a little comfort in the stables. Toby is on the run from the law. Highschool basketball coach Luke Larson struggles to hold his marriage to his wife Hadley together, following the death of their son Robbie.
Sonny has a hard time fitting in at school, due largely to his mother Rae's past. Later, Sonny catches his mother Rae Dawn and Eli in bed together. Sonny blows off some steam, by taking a ride on his motorcycle with a beautiful cheerleader named Molly, completely unware that she is Eli's daughter.