Privileged teenage friends Jenny, Nell and Stream spend their senior year on a quest to rid Stream of her virginity. However, Stream wants more than just her first sexual experience. She wants to have an orgasm -- but achieving this proves problematic, as the boys she meets are hardly sensitive enough to provide her the release she seeks. When it becomes clear that Nell and Jenny have never experienced an orgasm either, all three set out to get one.

After his daughter persuades him to move into a new apartment, aged widower Fred strikes up a friendship with his eccentric 74-year-old neighbour Elsa, who convinces him it's never too late to keep enjoying life. Although he seemed resigned to a miserable bedridden existence, Fred embraces Elsa's youthful enthusiasm as she introduces him to the path of life and entertains him with outlandish stories about her past life. But when he discovers Elsa's terminally ill, Fred decides to accompany her on the trip of her dreams to the eternal city of Rome to help her fulfil a lifelong ambition.