Set in empty junkyards of Winnipeg, Sabu works in a pornography store and approaches the end of his quest to sleep with 2000 men (which is eased by the fact that he works at a porno store). For his final conquest, he desires someone special and has chosen the eccentric character Happy to be his 2000th lover. Throughout out all of this, the town in impending doom as a flood of biblical proportions approaches.