The wildly enigmatic, hard-partying Frankie compensates for her loneliness with different men, until she falls for Lev, a solitary musician with a radically different personality.

A woman snoops through her boyfriend's palm pilot and reveals his former girlfriends, which causes her to question why they're still listed in his little black book.

Frankie is an emotional train wreck, careening around the East Los Angeles music scene drinking and getting lost with strangers. Lev is a taciturn and tormented soul. He drives a limo and aspires to work in the music business. Meeting in an after hour seedy night club, they embark on a roller-coaster relationship exploring what love is like for two quiet people who may be damaged beyond repair.