In November 1937, high school student and aspiring thespian Richard Samuels takes a day trip into New York City. There, he meets and begins a casual friendship with Gretta Adler, their friendship based on a shared love and goal of a profession in the creative arts. But also on this trip, Richard stumbles across the Mercury Theatre and meets , who, based on an impromptu audition, offers Richard an acting job as Lucius in his modern retelling of Julius Caesar, which includes such stalwart Mercury Theatre players as and . Despite others with official roles as producer , this production belongs to Welles, the unofficial/official dictator. In other words, whatever Welles wants, the cast and crew better deliver. These requests include everything, even those of a sexual nature. Welles does not believe in conventions and will do whatever he wants...

How do children respond to tragedy? On an icy road near Chicago, Marianne dies in a crash, leaving Joe and their daughters, Kelly, about 16, and Mary, about 9. That summer, a friend from Joe's graduate student days, 20 years before, arranges a teaching job for him in Genoa. When they arrive in June, Joe starts teaching and the girls have the summer before school starts: Kelly quickly falls in with youths her age; their club and beach life leads to sexual awakening. Mary, burdened by guilt for her mother's death, is solitary. The girls take piano lessons, Mary draws, and she also sees and talks to her mother. Joe asks them, "Are you okay?", but is that enough?