When Will and Nora, both married to other people, meet at a motel one night, their initial attraction moves quickly into a flirtation. Both struggling with increasingly difficult marriages, they quickly connect and enjoy a late night meal together. Their initial infatuation grows as they both consider what their lives have been and what they could be. As their flirtation becomes something more, they are forced to confront their reasons for crossing a line they know they shouldnt cross.