Also converging on Butte is a young woman named Sky (Sarah Polley), returning her late mother's ashes to her hometown and conducting a search of her own.

Also appearing briefly is Tom Farrell (from Wenders 1980 Lightning Over Water and the Screaming Man from Paris, Texas) as a high-school acquaintance who recognizes Howard along the way.

[6] The film also marks the first collaboration in 18 years (since 1988's Far North) between Shepard and his longtime partner Jessica Lange, as the two had an agreement never to work at the same time, in order not to neglect their children.

Most of the soundtrack was composed by T Bone Burnett and performed by Cassandra Wilson on vocals, Carla Azar on drums, Jay Bellerose on drums, Stephen Bruton on manaicello, Daphne Chen on violin, Keefus Ciancia on keyboards, Armando Compean on bass, Dennis Crouch on bass, Tony Gilkyson on guitar, Leah Katz on viola, Emile Kelman on cello, Jim Keltner on drums, Marc Ribot on guitar and Patrick Warren who also composed additional music on keyboards and pump organ.

The website's critics consensus reads, "The cinematography conjures beautifully evocative landscapes, but aside from that, the film is meandering and pointless.