Jonathan Darby made his directorial debut with this thriller, set in Kentucky (but filmed in Orange County, VA). Jackson Baring (Johnathon Schaech) wants his girlfriend, Helen (Gwyneth Paltrow), to meet his mother, Martha (Jessica Lange), so he brings her home for Christmas to Kilronan, their sumptuous Kentucky estate and horse farm. Later, after Helen gets pregnant, they marry and return to Kilronan to have the baby, but Martha aggressively intrudes and manipulates, telling obstetrician Dr. Hill (Hal Holbrook) how to deal with the birth and forbidding Helen from seeing Jackson's invalid granny, Alice (Nina Foch). After learning some of Martha's past history from Alice, Helen soon decides she must make an escape from her demented mother-in-law.