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Aspiring actresses Dee and Connie share a small Los Angeles apartment and a dream: to be an A-list Hollywood actress. Connie is the more successful of the two because (unlike the prim and proper Dee) she freely puts out to get what she wants. After Connie leaves for a job in Las Vegas, the sleazy landlord breaks into the apartment and rapes Dee. Eventually, Dee takes a job as the headline in a "strip auction" at the creepy Bonanza Club, but the drunkard who buys her panties demands their contents as part of the bargain. Meanwhile, Dee's talent agent Dave, auditions a couple of young women who do not hesitate to remove most of their clothing for an acting gig. In Las Vegas, Connie hooks up and has sex with a random hippie that she picks up. While apartment hunting, Dee falls victim to a pervert Realtor who chloroforms her, gets her stoned on weed so potent that it transforms her into a mindless sex zombie, and then photographs her participation in a lusty lesbian love fest complete with whipped cream. After the police laugh at Dee's story, she decides to follow Connie's advice and screw her way into show business starting with Dave, and then with the drunk from the Bonanza Club, who happens to be a well known film producer with his very own 'casting couch'.