Sweet, shy Sarah (Danica Dane) is stuck in a troubled relationship with insensitive Dimitri (Wolf Hudson) and finds solace in her friendship with intellectual, understanding Professor Rivers (River Stark). But Dimitri suspects the brilliant professor's interest in Sarah is more than academic, so he confronts the sexy redhead and tries to seduce her. Will a man come between the older and younger women, or is their lesbian love destined to prevail?