The story is told to us by Nicolette, a fashion model. She describes what goes on behind the scenes in the world of fashion modeling. She started out naive, but did what it took to get ahead. Power, money and sex are all involved. At the end she does something wild, like having sex on the runway. She writes a book about modeling and becomes a hit. Of course a film on fashion modeling would have some fine looking babes in it, and this one does. Some are new, but there is no way to I.D. them. Nicolette is the star. She''s a very cute blonde, with curls that make her look Shirley Temple-esque. It works for her (her hair). Not being into the g/g sex, I personally thought five bigger named stars were totally wasted. Asia, Taylor, Claudia, Shay and Rebecca only perform girl/girl. The last scene in front of a crowd could of been hot, but too much is going on. The frames change quickly before you can focus on something. Fine jobs are turned in by Nicolette, Raquel and a couple of newbies. There are three facials and two anals in the six scenes. Some hot moments, but not enough for me.

Scene 1: Nicolette and Paul Cox.
Nicolette goes to see Paul about being on the cover of a magazine. Taylor is on a couch with Paul. Taylor opens his pants and leaves after Nicolette begins blowing Paul. They go from clothed to being nude in the flash of a frame change. Parts of the scene are in slow motion. Paul licks her pussy. The two fuck missionary. Paul pulls out of her and cums on her face. She wipes his cock on her mouth and tongue. **Paul cums on the side of her face not facing the camera.

Scene 2: Taylor St. Claire and Asia Carrera.
They kiss and Asia fondles one of Taylor''s tits. Asia licks Taylor''s pussy from behind. She then fucks Taylor with a dildo while also occasionally taking licks on Taylor''s clit. Taylor gets to taste the dildo. Taylor returns the exact same sex favors to Asia, but uses a vibrator instead of a dildo.

Scene 3: A brunette and Alex Sanders.
The brunette shows Alex her tit as he interviews her on camera in a bar. Alex is on the bar''s counter as she sucks and strokes his cock. People in the bar watch her blow him. She uses two hands to jerk him off with his dick in her mouth. Some slow motion is used as she blows him. We never actually see him cum, but her face and lips are all wet. She eyes Alex as she moves her lips over his cock and balls.

Scene 4: Raquel Divine, a brunette and Colt Steele.
A brunette with very big tits is led into a room where Raquel and Colt are waiting. Raquel wants to hire her. Raquel moves her hands over the brunette''s body and tastes her tits. She then goes over to Colt to blow him. Again, dressed people become nude without stripping. The brunette helps Raquel suck dick and lick balls. The brunette takes over the blowjob as Colt tastes Raquel''s pussy. Colt fucks Raquel''s pussy, the brunette''s ass and finally Raquel''s butt (condom used with both females). He pulls out, removes the condom and cums on the brunette''s face. They both give him head.

Scene 5: Claudia Chase, Rebecca Lord and Shay Sweet.
Backstage at a fashion show, the girls are unhappy with the new line of clothes they have on. They rip their dresses off. A guy films them having a threeway. Pussy fingering is on the menu here. The girls each fuck their own pussy''s with toys. Claudia fucks Shay with a toy while Shay''s face is between Rebecca''s legs. Shay fucks Rebecca with a toy before they all lick and/or finger some pussy. Rebecca tongues Claudia''s ass. Shay takes a dildo in her ass.

Scene 6: Nicolette, three girls, Steve Taylor and David Steel.
On the runway at a fashion show, Nicolette begins blowing a black guy. Meanwhile a brunette is blowing a guy in the audience (in slow motion). Also on the runway is a brunette masturbating. Another brunette joins the girl on the runway and they lick a dildo. The frames change quickly. The guy in the audience gets jerked off as he cums on himself. Nicolette gets eaten and fucked. The guy pulls out and cums on her pussy and pubes. The two on the runway use toys and their fingers on themselves.