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Set in Brooklyn, NY, a struggling photographer (Joaquin Phoenix) exits his engagement, only to find himself stuck in an unexpected yet complicated love triangle shortly thereafter. As the holiday season approaches, he must to decide who he'd like to continue seeing into the new year. First there's Sandra (Vinessa Shaw), a frank, sensible woman, who's already adored by his parents and would fit perfectly into his life. On the other hand, there's Michelle (Gwyneth Paltrow), his alluring and interesting next-door neighbor with a messy love life. He has until midnight on New Year's Eve to choose, but if he waits too long, it could be too little, too late.