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A young man who fantasizes about an older woman discovers his daydreams may be turning into realities in this coming-of-age comedy-drama. Eric (Corey Haim) and Donald (Andrew Miller) are two teenage boys growing up in a small farming community in Canada in the mid-1950's. Eric and Donald are at the uncomfortable age where their interest in women far outstrips their knowledge of how to get women interested in them. Eric is also still recovering from the death of his mother, while he struggles to come to terms with the remarriage of his father, Thorvald (Kier Dullea), to Eva (Genevieve Bujold). As local gas jockey Mr. Todd (Robbie Coltrane) offers Eric and Donald advice on courting the fairer sex, Eric discovers Vera (Barbara Williams), the attractive wife of the farmer living next door, enjoys skinny-dipping with her daughters, and Eric digs a makeshift "hideout" where he can watch her undetected. Eric begins to strike up a friendship with Vera, while unknown to him, Vera becomes increasingly unhappy in her marriage. One day, Vera catches Eric as he watches her swimming, but rather than reacting with anger, she reaches out to the inexperienced youth.