Old Tobias Clark hires psychologist Dr. Varlay (Kay Parker) to help him come to terms with a regretful decision he made in his youth. He gave up love for money, and let the haunting beauty Lilly slip through his hands. While working on the case, Dr. Varlay probes her own patients to find their definition of "desire," a word Lilly used as she walked out of Tobias' life.

Cast

Kay Parker

Dr. Varlay

Tamara Longley

Lilly

William Margold

Old Tobias

Herschel Savage

Young Tobias

Mai Lin

Laura

Randy West

Fred

Ron Jeremy

John

Bunny Bleu

Kim

Jerry Davis

Carlos

Becky Savage

Kim's Roommate

Misty Dawn

Mannequin Girl

Scott Irish

Boyfriend 1