A promiscuous woman, Darcy, has affairs with every man she meets, including her daughter's boy friend. She is terrorized by a motel parking attendant, Grapes, who chases her and one of her lovers on his motorcycle. The lover is killed but Darcy lives. Grapes and his psychotic friend, Anthony, continue harassing Darcy and her daughter, Hart.

A group of merchants convinces the hippies who crowd the sidewalks of their town to start their own Utopian community in a nearby ghost town. Micky Dolenz appears as a sweet kid with a dream, tending to a single pot plant. This ill-fated comedy, which was filmed in 1971 but not released until four years later, was both the first and last directorial credit for comedian Shelley Berman. Only seen by a few in its limited theatrical run, the film has also never been released on video or DVD.