Helen (Hudson) works as a representative for fashion models in New Jersey. She lives a carefree life until she receives news that her sister and her brother-in-law have been killed in a car crash and have left her their three children: 15-year-old Audrey (Hayden Panettiere), 10-year-old Henry (Spencer Breslin), and 5-year-old Sarah (Abigail Breslin). Helen must take on the responsibility of raising these kids, and her life suddenly changes from chic to motherhood. Inexperienced in child rearing, Helen tries her best to adjust.