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Dawn is a 16 year-old, middle-class, girl who thinks she has it worse than she really does. Shortly after running away from home and the pressures of her teenage life, she is spotted by Jackson, a twenty-something street pimp who thinks he can manipulate and control anyone in which he comes into contact. After rejecting Jackson and his offer to be "one of his girls," Dawn finds an alley to sleep in and sees there are others there who have made it their home. Feeling no threat, she stays the night. While there, she meets and befriends a homeless veteran named Gary, who takes it upon himself to look out for Dawn and try to protect her from the harsh realities of life on the streets. Over the course of a few days, Gary and Dawn learn important lessons from one another while gaining each others' respect. They both learn that there are more important things in life than what can be seen on the surface.