Brian is a nineteen-year-old virgin struggling with anger issues. After weeks of unsuccessful therapy, his mother convinces him to take acting classes, taught by a former actress who has just moved to town. Upon meeting his acting coach, 40-year-old Patricia Holbrook, Brian is mesmerized by her beauty and becomes obsessed with her. His anger transforms into lust, his depression evolves into a raging libido, and he gladly ignores his brother's warnings not to get too attached to his teacher. He takes no notice of her jealous husband either, as his infatuation grows with each new class. His feelings grow even more when he begins suspecting that his teacher is not happily married. Things get slightly out of hand once Patricia, an expert in body language, reveals Brian's dirty little secret and the fact that he is still a virgin. He is then taken for a wild ride, with his true self being peeled layer by layer by the experienced, sexy woman.
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