Paige takes her friend Travis to the beach for the day. When he goes into the water to test the temperature he quickly comes out and tells his female friend the water is cold. Paige tells him to get out of his wet trunks, but pulls his towel away from him when he tries to cover himself. A bit on the bashful side anyway, Travis is worried that someone might see him, but Paige doesn't care. She pulls on his trunks and refuses to hear his objections when he tries to resist. She wants to see him naked and now and she soon has it her way, taking the object of her attention into her own hands Travis eventually finds his worse fear realized as a beautiful young female comes along and sees him naked and aroused. Despite his uneasiness, his exposure attracts Sarah's voyeuristic attention and she decides to get into the action.