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Childless and alone at 60, recently widowed university professor Magdalene (Magdalene St. Michaels) fears there's not much left to look forward to in life. But an attractive young student (Michael Delray) has fallen in love with this brilliant, experienced woman at first sight, and is determined to find a way into her life. As their intellectual bond turns romantic, Magdalene is forced to face the harsh realities of dating a younger man. Meanwhile, a manipulative therapist (Dana Vespoli) crosses boundaries with a sexually vulnerable patient (Dante Colle) while seeking to thwart Magdalene's newfound happiness.