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Police are stymied when a serial killer begins hacking up nude models all over L.A. In desperation, they hire sexy ex-policewoman Holly Jacobsen to do a little undercover work. At first her boyfriend Bobby Colter, also a cop, agrees to the plan, but when Holly moves from nude modeling to topless dancing to peep-show shower dancing, he begins getting a little possessive. Things get dicey when the killer, a transvestite who by now is totally obsessed with Holly, decides to make his move.