Dave, Sam and Jeff are about to graduate from Holden University with Honors in lying, cheating and scheming. The three roommates have proudly scammed their way through the last four years of college and now, during the final exams, these big-men-on-campus are about to be busted by the most unlikely dude in school.

Two fraternity pledges go to a sleazy bar looking for strippers to entertain their college friends. They have problems with transportation, Biker gangs, and worst of all, the staff of the bar, all of whom seem to be vampires, with Grace Jones playing the head vampire.

Connie, an aging Bohemian photographer, meets mousy Harper, headed for Harvard Law from a high-powered San Francisco family, and immediately sees her beauty. He also guesses she has talent and invites her to be his pupil and share his bed. He's Alfred Stieglitz, she's Georgia O'Keefe, and he calls her his Guinevere. When she realizes she's the latest Guinevere in a string of ingenues, she bolts, only to return, sick of her family. She's blossoming, reading, learning, but hasn't yet taken her first photograph when he tells her they're going to L.A., broke, him drinking too much, to sell some photographs. On the trip, she finally snaps the shutter; so does her awe and dependence.

In Manhattan, the British limousine driver Alfie is surrounded by beautiful women, most of them clients, and he lives as a Don Juan, having one night stands with all of them and without any sort of commitment. His girl-friend and single-mother Julie is quite upset with the situation and his best friends are his colleague Marlon and his girl-friend Lonette. Alfie has a brief affair with Lonette, and the consequences of his act forces Alfie to reflect and wonder about his life style.