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Adrian (Adam Goldberg) is an avant-garde music composer whose poorly attended concerts contrast wildly with his brother Josh's (Eion Bailey) great success as a commercial artist. Adrian's luck appears to change when Josh introduces him to Madeleine (Marley Shelton), an art dealer who sells Josh's work. Adrian and Madeleine begin a torrid affair, but when Josh learns about the relationship and Madeleine stops exhibiting his artwork, the stage is set for a showdown between siblings.