The movie opens with Beau Hutton (Garrett Hedlund) singing for a dance at a small country-club type place. He then drives to his regular job at a rehab center. The nurse warns him that he's not supposed to spend time with Kelly Canter (Gwyneth Paltrow), but he goes right to her anyway, and we see them writing a song together in her bedroom.
Kelly's husband/manager, James (Tim McGraw) comes in, and Kelly introduces Beau as one of her sponsors. James is there to take her home, even though it's a month early. The doctors have agreed to release her, and James has set up a three-city comeback tour. Later, walking in the grounds, James and Kelly discuss the tour. He wants it to finish up in Dallas, which upsets her. She wants Beau for an opening act; he wants a former beauty queen called Chiles Stanton. Kelly shows James a baby bird that she found and has been caring for; he offers to take over its care.
James drives Kelly home, where a crowd of reporters is waiting, and answers a few questions. We hear a newscaster's voiceover explaining a little about Kelly's past. (She had fallen off a stage in Dallas while drunk, and miscarried the couple's baby.)
At a small club in Nashville, Beau shows up to play a gig. James has also arranged for Chiles (Leighton Meester) to sing a few numbers. Beau and Chiles know each other slightly (he's been seeing one of her friends). and they bicker backstage. He makes fun of her music and her tendency to choke onstage. Beau plays first, during which James comes in and sits down, and then Chiles gets onstage and freezes up. Beau takes pity on her and comes onstage to sing with her, helping her get her confidence back.
Afterward, James invites Beau to come on tour with Kelly. Beau isn't into big tours and venues, but James tells him he needs Beau's help looking after Kelly.
James and Kelly, in bed, discuss Chiles and then talk a little about what happened in Dallas. She tries to get romantic, but he doesn't want to. But he cheers her up a little by talking about the first time he heard her sing and how he thought she was an angel.
Getting on the tour bus, Kelly deals competently with a few questions from reporters, and then encounters Chiles, who's thrilled to meet her and asks her to sign a CD. Kelly writes, "Stay away from my husband" on it and hands it back. Chiles starts to get on the bus, but James tells her she has to ride in the van with Beau and his band.
James and Kelly have dinner at a nice restaurant, with things still tense between them. She wonders what would have happened if they'd stayed in Bristol, Tennessee, and lived a quiet life. He thinks they'd have been miserable. Then we're at the first concert venue, where Kelly makes everyone else leave the makeup room when Beau comes in. We find out they've been having an affair, and she makes him promise not to sleep with anyone else during the tour. She then takes a few pills. Beau goes to tell James about this and finds him with Chiles, dictating how she should dress and do her hair for the show. James tells Beau that he gave Kelly the pills himself, and they won't hurt her if she doesn't drink, which Beau is supposed to keep her from doing.
While Beau is onstage singing, Kelly is looking at presents from fans. She opens one box to find a bloody baby doll and gets hysterical. When Beau comes back he hears the call for security in her dressing room, and goes to her, but she's drinking and won't let him in. James goes to her instead. While Chiles is taking her turn onstage, James and Kelly talk. He tries to calm her down and get her focused on singing, but she gets even more worked up and hits him in the face. Then she feels horrible and apologizes, and they try to smooth things over.
Onstage, Kelly is greeted with wild applause and cheers. She starts to sing, breaks off, talks for a while, starts to sing again, and breaks down sobbing. James finally has to go and take her offstage. James and Beau later blame each other for her breakdown.
On the van, Chiles is studying flash cards with random facts on them. When Beau teases her, she says people expect a beauty queen to be an ignoramus, and she doesn't want that. They banter a bit until one of the guys asks them why they don't just sleep together.
At a press conference, Kelly blames her onstage meltdown on food poisoning. Chiles then talks to the reporters while Beau and Kelly watch. Kelly is clearly getting more and more jealous of Chiles and how everyone seems to like her. Beau, wanting to get Kelly away from it all, takes her to where they can hop a train and ride like hobos for a while. Then they're back in his hotel room, kissing and wearing nothing but towels. Beau tells her they should break it off because he's not good for her. James is clearly suspicious when Kelly comes back to their room in a towel, though she says she just got dirty and had to shower. Meanwhile, Chiles has gotten Beau to come to her room and talk about lyrics. She looks at a song he's writing, "Give In to Me," and offers to finish it for him. Then they start watching a beauty pageant on TV and drinking, and soon they're stripping down to their underwear to do their own "swimsuit competition," but hastily get dressed again when James shows up. Beau leaves, and James shows Chiles a newspaper article calling her the next Carrie Underwood.
Later, Chiles gives Beau his finished song back. The other guys are around, so he starts to tease her, and she finally leaves, but when he looks at the lyrics she wrote, he's impressed.
Kelly finds Beau at a bar and takes him to the recording studio to show him around. They discover that Chiles is recording a song called "Coming Home" that Kelly had wanted to record. A guy named J.J. (one of Kelly's people, the one who sent her the song in the first place) says he thinks it's a better fit for Chiles. Kelly has a fit and storms off to the bathroom, where James finds her crying in a stall. He cheers her up by giving her back the baby bird, which he's been caring for all this time, saying that it wants her.
James and Beau talk. James says that Kelly used to be tough as nails and he doesn't know how she became so fragile. Beau thinks she should go back to rehab but James thinks she should keep touring. Beau finally announces that he was never Kelly's sponsor (essentially acknowledging that he was her lover instead), and James hits him and storms out.
Beau discovers Kelly in a bar, drunk and dancing on the bar. He calls for Chiles to come with a cab, and they get her to the concert venue. On the way, Kelly and Chiles talk, with Chiles telling a little bit about her family and about some star-shaped earrings she'd always wanted, and Kelly saying how she'd always wanted a daughter. At the venue, Kelly throws up, and while James tries to snap her out of it, Chiles helps her and stands up for her. J.J. tells James that the tour is finished.
Onstage, Beau calls Chiles up to sing their new song with him. Later, Beau goes to the bus to find Kelly, and finds her making out heavily with J.J. He shoves J.J. out, and he and Kelly have a fight over a bottle of booze, which Beau finally breaks. Back at the hotel, Chiles comes to Beau's room, upset that the tour will be canceled. They end up sleeping together, and she tells him that she wasn't really a beauty queen (she almost was, but she froze up onstage again), and isn't what she seems to be. He says he likes that.
Kelly tells James that J.J. has agreed that the tour is back on; James makes it clear that he knows why. He tells her he's going to collect the baby bird, which she left at the bar, and give it to someone who'll take care of it. Later they go to a Make-a-Wish appointment at a school, where Kelly has promised to meet a young leukemia patient named Travis. She charms Travis and everyone else by making up a song for him and then dancing with him. The whole class dances, and James steps in to dance with Kelly. She leans her head on his shoulder and starts to cry, but he suddenly breaks away and goes out, and he's a little teary-eyed too.
The tour reaches Dallas. Beau surprises Chiles with diamond star-shaped earrings, and tells her he's going to leave after this to work at a ranch in California, where he can sing at a bar once in a while. He asks her to come along. First she says yes, then she asks for time to consider it.
Onstage, Beau dedicates his first song to Kelly. Backstage, Kelly goes to Chiles and gives her a few tips that young singers should know, including how to tell the truth about her family (Chiles had always said her parents were schoolteachers, but they were actually in prison for violent crimes), and finally tells her not to be afraid to fall in love. Later Beau and Kelly look at a tabloid headline about her in her dressing room, which says she's mentally ill. She says she knows she can't change her past, but she's stronger than all this. Later, as Kelly's about to go onstage, James tells her he loves her, and she says that they just need to get through this concert. She gives a great concert, then walks off and tells Chiles, "That's how it's done, sweetheart." She's escorted to her dressing room to lots of applause, and locks herself in.
When Kelly doesn't show up to the party after the concert, Beau goes to find her. When her door is locked and she doesn't answer him, he breaks it down. He and James, who's come in behind him, find her unconscious on the couch from an overdose. At the hospital, James waits inside while Beau watches through a window. He can see when the doctor comes to James and gives him bad news, and James starts to cry.
At the funeral, Beau watches from a distance, though Chiles looks around and sees him. Later, in his truck, Beau reads a note Kelly left him. She says he gave her happiness in her last days and encourages him to choose love. We then see him singing at the bar in California. Chiles comes in, with her hair, dress, and makeup much simpler than they used to be. He calls her up and they sing the song they wrote together.
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