This film documents the quiet devastation of Alzheimer's disease from a daughter's perspective. Using home movie clips and up-close footage of conversations with her 84 year old mother (Doris Hoffmann), a skilled film maker/daughter (Deborah Hoffmann) provides a sustained and poignant documentary of Alzheimer's devastating ability to transform a vibrant and intelligent woman's life.

Interspersed with conversations that reveal her mother's disoriented recollections of the past and the glitches and confusion of daily life routines, home movies and other artifacts provide a contrasting impression of this woman's family and life then and now. Captions and clever title cards are used to organize events and to add gentle humor.

Frances Reid, the camera woman, is mentioned from time to time as someone known to both Deborah and Doris; eventually and without special emphasis, we learn that Frances and Deborah have a lesbian relationship and how Doris adjusted to the couple over the years.