A Travis Mathews movie set out in a San Francisco background. It revolve around the lives of two Gay men, Jesse Metzger who is forced to move back to San Francisco due to financial constraints. He ends up befriending Brenden, who becomes his very good, but at times naughty friend.

The two Gay men playfully negotiate their love from innocent nudges to making love for the first time. The movie is surprisingly set up along the real-life experiences of the two actors, and includes some very graphic sexual scenes, shot by the popular Gay pornographic studio, NakedSword.

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