Everything in social studies teacher Eugene Simonet’s (Kevin Spacey) life is in order — every shirt, every pencil, every person in its proper place. To keep the surface placid means never having to go deeper. And no one and nothing in his life has ever asked him to.

Arlene McKinney (Helen Hunt) is a single mother hanging on by her fingertips, working two jobs, and struggling to raise her son, Trevor (Haley Joel Osment). She is trying to give him a new life, but in her absence she is losing him.

Eugene gives Trevor’s class an assignment: look at the world around you and fix what you don’t like. But can you fix people?