When her projectionist boyfriend, Max (James LeGros), is unwilling to commit to marriage, veterinarian Elizabeth (Jennifer Beals) questions their relationship. Max's co-worker Lena (Drew Barrymore) takes advantage of his romantic troubles and pursues him, playing on his fear that Elizabeth is having an affair with her friend Jack (Eric Thal). Depressed by Max's increasing jealousy, Elizabeth considers breaking up with him after she meets the amiable Henry (Jon Stewart).