In the coastal community of Plantation Island, Florida, real estate development is threatening to change the way of life for the locals. Among them is Marly Temple (EDIE FALCO). Once a performing mermaid, her days of underwater swimming, as well as her marriage to Steve Tregaskis (RICHARD EDSON) and more recently relationship with golf pro Scotty Duval (MARC BLUCAS) are over.
She currently runs the local motel and restaurant founded by her now disabled and ornery father, Furman (RALPH WAITE), while her mother, Delia (JANE ALEXANDER), continues to run the local community theater group.
Unlike Marly who's lived there her entire life, industrial/infomercial actress Desiree Perry (ANGELA BASSETT) has reluctantly returned with her anesthesiologist husband Reggie (JAMES McDANIEL) to her hometown of Lincoln Beach, a nearby African American community also threatened by developers. Her opinionated mother, Eunice Stokes (MARY ALICE), still lives there and is caring for a young and troubled boy, Terrell Bernard (ALEXANDER LEWIS), but isn't as concerned about the ensuing development as is long-time activist Dr. Lloyd (BILL COBBS).
Meanwhile over at Delrona Beach, Francine Pickney (MARY STEENBURGEN) is trying to organize the town's annual celebration, but isn't happy that participation and enthusiasm for the tradition have waned. Her depressed and debt-ridden husband, Earl (GORDON CLAPP), has even bigger problems and repeatedly tries to commit suicide.
As the various locals try to get on with living their lives, the pending real estate developments, as well as the arrival of various people upset their plans. For Desiree, it's the appearance of Flash Phillips (TOM WRIGHT), the former football star and her former lover who's fallen on hard times. For Marly, it's Jack Meadows (TIMOTHY HUTTON), a landscape architect who's arrived to transform part of the town into a gated community and has become interested in her.
As Murray Silver (ALAN KING) and his golfing buddies discuss the changes that are occurring around them, the rest of the locals try to deal with the developments and pending changes, as well as their pasts, as best as they can.