- Jess (Drew Barrymore) and Milly (Toni Collette) have been best friends forever. However, complications arise when Jess, who has been living a free-spirited existence, decides she wants a baby and begins to envy the life of Milly, a career woman with a family. In rapid succession, Milly is diagnosed with cancer and must battle for her life while Jess discovers she's finally pregnant. These life-changing events cause the friendship to be tested as they attempt to deal with the joy and sorrow in their lives.