In the 1930s Georgia landscape, Miss Amelia, Vanessa Redgrave, is a lonely, eccentric moonshiner who dominates her small farming community, selling moonshine to locals and acting as the town's makeshift doctor. While she is liked by some, others find her brusque manner unbecoming.
Late one night, a hunchbacked dwarf named Lymon, Cork Hubbert, arrives at Amelia's mercantile, claiming to be her long-lost cousin. Amelia is skeptical, but the claim grows more plausible when he presents a tattered photograph of them together as children. She invites Lymon to stay with her indefinitely, and the town begins to whisper about the strange pair.
Locals quickly swirl with rumors that Amelia has welcomed a stranger and may have harmed him. Yet Lymon charms the community by opening the mercantile to them, entertaining locals and allaying their fears. Amelia, buoyed by the companionship, grows fond of him and starts to see him as a valuable partner in her life.
Lymon persuades Amelia to convert her operation into a cafe for the locals, weaving himself deeper into the town’s social fabric. One night, Lymon disrupts a Ku Klux Klan meeting and is threatened by the group, revealing the fragile boundaries of power and respect in their world. Meanwhile, Amelia learns that her ex-husband Marvin Macy, Keith Carradine, has been released from the state penitentiary and is returning to town. Marvin—a notorious, cruel former lover who once vowed to reform—had proposed marriage to Amelia, only for the wedding night to explode into violence. He had offered to share his worldly possessions, but Amelia spurned him, setting the stage for ongoing conflict.
As Marvin returns, Lymon becomes fascinated with him and begins to imitate his swagger, while Marvin and Amelia clash with increasing regularity. Marvin treats Lymon with condescension, stirring jealousy in Amelia. A dangerous attempt follows: Amelia tries to poison Marvin by serving him grits laced with poison in the cafe, but Marvin refuses to eat. The patrons watch as Amelia herself falls ill after accidentally consuming a portion of the poisoned food.
With the town weary of Amelia and Marvin's feud, they stage a public confrontation in the cafe, trading brutal blows while onlookers react with a mix of awe and horror. The fight culminates with Marvin prevailing, leaving both combatants bloodied and exhausted as Amelia exits the cafe in tears. That night, Marvin returns to the cafe to ransack it, and Lymon joins in, together destroying Amelia's moonshine still and marking a violent turn in the town's fragile order.