Sometimes, life catches you with your pants down.

Determined to make it on her own, college dropout Pene Rodgers works in a café during the day and in the evening, models nude in the university art studio.

University psych professor Doctor Riley Tucker wants to see firsthand whether rumors about the art professor are true. Is the man as sick as people say? Joining the all-male class, Riley's fascinated by the dynamics. Shocked that the instructor cows the poor nude model, Riley defends and encourages her, doing what he can to tip the balance of power in the room.

But instead of simply empowering the young woman, Riley falls for her indomitable spirit.

And instead of only fueling whack-off sessions, Pene finds her own needs for companionship and affection filled.
But after a thirty-six year marriage, Riley's developed some bad relationship habits that don't quite jive with Pene's expectations.

What will it take to make their relationship last?

(Mature audiences: contains adult language and situations)