Spencer Bradley is tidying up at the massage parlor, when there is a knock at the door. The visitor is her best friend Maddy May, who has dropped by to return a necklace that she borrowed from Spencer to wear for a date. Spencer asks Maddy how the date went, and Maddy, who is straight, says the guy was a real dud. Spencer, a lesbian, says she's still busy with training to become a masseuse, so she hasn't had time to find a girlfriend.

Maddy asks Spencer how her training is going. Spencer says that her final exam is coming up, and admits that she's nervous because she feels like she hasn't had enough practice giving bolster massages. Maddy is unfamiliar with bolster massages, and becomes curious. Spencer offers to give Maddy a bolster massage right now so she can see what it's like, adding that it would be a great help because it would allow Spencer to get some extra practice before her exam. Maddy is eager to help her friend, so she accepts.

Maddy undresses for the massage, then gets onto the massage table and bolster. Spencer is a bit turned on when she sees how the bolster positions Maddy, but manages to shake it off. During the massage, Maddy is clearly enjoying herself, which causes Spencer's confidence and arousal to grow. Maddy jokingly asks why she can't find a guy who can make her feel this good. This entices Spencer even further, so she suggests that if Maddy isn't having any luck with men, maybe she should try women instead.

Maddy is surprised but also intrigued, saying maybe that IS what she needs. However, Maddy is nervous about giving it a try because she's never been with a woman before. Spencer offers to be Maddy's first lesbian experience, so she can be with someone she trusts. After all, they're always helping each other, so why not with this too? Maddy accepts, and Spencer uses the bolster's convenient positioning to rim Maddy's asshole and eat out her pussy. Maddy clearly enjoys it, so Spencer continues to lead her on a pleasurable journey through lesbian sex...