John Holmes plays a pornographer posing as a fashion photographer specializing in glamour shots. He has a client Brent (William Kirschner, in movies spanning several decades) who sponsors many a model and gets to have sex with one here after John shoots her stills, lovely Tricia Opal. Watching Kirschner have sex is hardly entertainment. Next model is a beauty who made very few films, Sharon York, also having sex with Holmes and introducing her boyfriend Jim (played by Billy Lane). Lane returns in the next scene, when Holmes phones him to serve as a male model opposite another Brent "discovery", Sharon Dempsey. The Lane/Dempsey scene sets up the movie's sole plot twist, as not only does Lane get angry when he finds the photos Holmes shot at a porn store but the cops raid Holmes' studio and arrest everyone. It appears Dempsey, perceived by Holmes as possibly underage, runs to the cops to complain.