Film drama loosely based on characters from James Joyce's 'Ulysses'. Stephen (Joseph Fiennes) is a writer just released from prison after serving a 15-year sentence for murder. He takes a job in a Mississippi diner under the watchful eye of manager Vic (Sam Shepard), and the more searing glare of 'good ole boy' Horace (Dennis Hopper). Apart from working on a series of unpublished books, Stephen keeps his thoughts and his past to himself. Pregnant housewife Mary Bloom (Elisabeth Shue), meanwhile, lost both her husband and daughter in a car crash, and then gave birth prematurely. Wracked with pain and guilt, she named her son Leopold, after the Joyce character, as a reminder of the academic life she left behind when she became a mother. Raising him to lead the life she abandoned, she only succeeds in alienating the boy. When Leo (Davis Sweatt) meets Stephen, a bond is formed between them, and Stephen realises he has to confront his past mistakes in order to help both himself and his young friend.