Childless and alone at 60, recently-widowed college professor Magdalene (Magdalene St. Michaels) fears that there isn't much left in life to look forward to. But a handsome young student (Michael Delray) has developed a crush on the brilliant older woman and is determined to find a way into her life. As their intellectual bond turns romantic, Magdalene is forced to confront the harsh realities of dating a younger man. Meanwhile, manipulative therapist (Dana Vespoli) crosses lines with a sexually-vulnerable male patient (Dante Colle) while seeking to thwart Magdalene's newfound happiness.