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Henry (Ryan Gosling), a mentally disturbed young man, tells his psychiatrist, Sam Forster (Ewan McGregor), that he plans to kill himself within three days, something the psychiatrist will try to prevent. Meanwhile, Henry sets out to poison Sam's relationship with his girlfriend Lila (Naomi Watts), a painter and Sam's former patient. Little by little, Sam's solid, deep-rooted rationality begins to crumble. Subjected to increasingly surreal situations, there comes a point where he can no longer tell reality from fiction, and his self and Henry's become confused.