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Seventeen year old Wes is stuck living with his divorced father in a boring apartment complex. Eager to lose his virginity and starved for companionship, Wes reluctantly forms a friendship with neighbor Dusty after he discovers the older man writes for an adult magazine called "Dear Pillow." Dusty mentors Wes and soon draws their apartment complex manager Lorna into his dark lesson plan. The three form an alliance that plunges Wes into dangerously adult territory where he must choose between fantasy and reality.

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