<P> Sam Dawson (Sean Penn), a man with an intellectual disability, is the single father of Lucy (Dakota Fanning), following their abandonment by her mother, who is revealed to be a homeless woman . Despite his disability, Sam is well - adjusted and has a supportive group of friends with disabilities, as well as a kind, agoraphobic neighbor Annie (Dianne Wiest) who takes care of Lucy when Sam cannot . Though Sam provides a loving place for precocious Lucy, she soon surpasses his mental ability . </P> <P> Other children tease her for having a father that has mental problems, and she becomes too embarrassed to accept that she is more intellectually advanced than Sam . He gets advice of his friends, as well as hiring a lawyer, Rita Harrison (Michelle Pfeiffer), whose brusque manner, fast - paced schedule and difficult personal life have earned her a bad reputation . In an attempt to prove to others that she is not cold, Rita agrees to take on Sam's case pro bono . As they work together to secure Sam's rights, Sam helps Rita with her personal problems as well . This includes encouraging her to leave her philandering husband and repairing her fractious relationship with her son . She and Sam have a moment together when they reveal that they are never enough . </P> <P> At the trial, Sam cries . After the trial, Lucy resides in a foster home with Randy Carpenter (Laura Dern), but tries to convince Sam to help her run away, and continually escapes in the middle of the night to go to Sam's apartment, (having learned from the failed attempt to run away) he immediately returns her . The foster family decides not to adopt her like they planned . They decide to give her back to Sam . When returning Lucy to Sam, Randy tells him that she will tell the judge that Sam is a better parent for Lucy . Sam asks Randy if she will help him raise her because he feels like he needs help, and Lucy need another parent . </P> <P> The final scene depicts a soccer game, in which Sam referees and in which Lucy participates as a player . In attendance are Lucy's former foster family, Sam's friendship group, and a newly single Rita with her son . </P>

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