After twelve years in prison, Walter (Bacon) arrives in an unnamed city, moves into a small apartment across the street from an elementary school, gets a job at a lumberyard, and mostly keeps to himself. A quiet, guarded man, Walter finds unexpected solace from Vickie (Kyra Sedgwick), a tough-talking woman who promises not to judge him for his history. But Walter cannot escape his past. A convicted sex offender, Walter is warily eyed by his brother-in-law (Benjamin Bratt), shunned by his sister, lives in fear of being discovered at work, and is hounded by a suspicious local police office, Detective Lucas (Mos Def). After befriending a young girl in a neighborhood park, Walter must also grapple with the terrible prospect of his own reawakened demons.