Three women, all topless sit around the pool talking about their love lives and how to seduce men. One's a blond, Verna, who is a fashion designer and acts a bit ditsy. There's a raven haired beauty named Cassidy who is an executive with a movie studio, and then there's a vixenish redhead whose name is Dusty, and she's an actress. A white truck pulls up and we see the girls sitting around a table. Paolo, the maintenance man comes in and says he thinks he left his tools.

The women fawn over his denim clad ass and after he exits the room in search of his tools, they enter into a bet to see who can seduce Paolo the quickest. One of the women asks if he needs any juice and they all watch lustfully as he downs a whole glass of orange juice with a few manly gulps. Verna asks if he has anyone special in his life, and he tells them that he just broke up with the love of his life and doesn't want to have anything to do with women for a long time. Dusty keeps him from leaving by telling him the thermostat is broken on the hot tub and asks if he can fix it.

Dusty and Cassidy start bragging that they can seduce him quickly and enter into a bet to see who can do so the quickest. The rules of the bet are:

No parading naked in front of him.

No throwing themselves at him.

Can't say I want to have sex with you, it has to be him saying he wants it.

Dusty tells Cassidy she can go first, so Cassidy calls Samantha and says she wants him to stay and asks if she minds. Samantha says it's fine and asks to speak to him. Samantha tells him to stay through the weekend and clear the brush so the women tell him he can stay in the guest house.

Scene switches and Cassidy comes in, clothed in a sexy black dress, to find Paolo lounging on a couch in a room filled with candles. She says she needs to ask his advice. She tells him she's a powerful woman and that it keeps her from getting dates and she asks how she can get more attention. He tells her to look them in the eye and to compliment them. While she practices on him, we see the other two women peeking around a door way.

Paolo then tells Cassidy what he likes to find out about a woman he is interested in. She puts her hands on his shoulder and arm while she talks to him. He reaches up to kiss her and she asks if he really wants to do this and he says after another kiss that he does. She takes off the watch that she was using to time herself and he asks what she's doing. She says it's pinching her and then she jumps on top of him. They writhe around a bit and she pulls the top of her dress down and then yanks off his t-shirt. He plays with her breasts and she hurriedly takes off her dress. He sucks on her nipples and then they quickly push his pants down and she mounts him. As he licks and sucks on her breasts, she rides him. She is very vocal. The look on his face makes him seem as though he's not sure if he enjoyed it.

The next scene shows the women talking about Cassidy's conquest while they are sitting at the table the next morning. Then Dusty is lying out by the pool and Paolo comes up and Dusty asks if he will help her read through lines for a part she is playing. She pretends to change clothes because that is what the script calls for. As they read through the script, she caresses his chest. They come to a part where they are supposed to kiss and he kind of backs away, and she assures him it is just acting, and he pecks her on the lips. They do more read-throughs, each time, she presses herself against him. The last run through, the kiss is much hotter and she tells him he's a good actor.

The script falls to the concrete and she tells him he's a very good kisser but didn't know if it was him or the character he was playing. He tells her he didn't mean anything... and then takes it back and says maybe he did. They start making out by the pool. He takes off his shirt and she takes off her red bikini top. He lays her down on a towel and pulls off her bottoms. She arches her back and writhes as he eats her pussy.

We see Verna and Cassidy watching from the balcony as they check the watch. They decide to stay there and gaze down on the couple as they fuck beside the pool. We find out that she beat Cassidy by half a second and Cassidy says that she cheated because she was all over him. Dusty says they were in character so it didn't count.

Verna stops the fight by saying she wants a shot. Scene switches as Verna and Paolo get in the kitchen and make a cake while drinking champagne. Whipped cream and other ingredients get smeared all over both of them, and Paolo is soon untying her bikini top to smear the sugary mixture all over her. His shirt goes next and Verna does the same for him. He pushes everything off the island, spewing ingredients and breaking bowls. He pulls off her panties and they rub oil all over each other as he fucks her while she sits on the island.

The two girls peek in and check the watch and you can see by the look on Cassidy's face that she has beat them. Paolo really gives it to Verna as he slams into her pussy while she lies on the island. We find her time beat the other two by sixteen minutes and they start fighting over the money when Paolo walks in. He comes in to say goodbye and thanks them for a very nice weekend. He says he couldn't resist being with them, and he couldn't choose between them. He admits to lying about his girlfriend because he wanted to seduce them. Cassidy walks over and hands him the money because ultimately, he played them.

As soft core porn goes, this episode was decent. Although the sex scenes were fairly short, there were some good positions used and the moaning wasn't too hokey.