After being treated cruelly by a vindictive woman playing a game with Pete, Beebo happens upon Paula one evening at her apartment, and it is Paula who verifies Beebo's sexuality. She is roused a couple days later to make a delivery to the apartment of an outrageous movie star, Venus Bogardus, who lives with her lonely teenaged son whom Beebo befriends. Beebo is infatuated and unnerved by Venus, who proposes that Beebo join them to return to California as company for her son — and to bridge the gap between them. Venus, in turn, divulges her past loves with men and women and seduces Beebo.