This is the story of a highly sexed and very charming country girl moving to the big city looking for love, excitement and erotic thrills. Tara Aire gives one of the best acting jobs of her career, playing the country girl J.J., who goes to San Francisco to meet her old high school friend Katy (played by Lynx Canon).

Katy lives in a run-down hotel whose tenants are very sexually gifted people. Mai Lin and Jade, two oriental lovelies take an elevator ride and follow a man to his room for a wild orgy. J.J. goes to a neighborhood bar to watch her friend perform with a band. It soon turns into a live sex show and the audience participates in one of the largest orgies ever shot on film.