Buddies Frank and Fred have their own company, "Frank & Fred's All-Around Service", a maintenance company that services a large apartment complex. However, the main "services" they provide are to the lonely and horny housewives who live in the complex.

Leo suffers from priapism. His biggest goal is to find healing, but this endeavor turns out not to be easy.

Jill is a nice, brave girl who visits her stepmother (the Baroness) to get to know the big wide world. So she gets from one amorous adventure into the next.