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Fanny Hill (Lisa Raines) is a buxom country maiden who arrives in the big city and quickly begins an affair with the scion of a wealthy family in this softcore version of an old British tale. When the clan patriarch dies, Fanny is ready to marry her lover until she discovers he has been unfaithful -- that sets her on a course of erotic adventures that begins in protest and ends in great wealth. By the time she has experienced almost every kind of sex imaginable -- or unimaginable -- she is a millionairess. Loosely based on the scandalous, 18th-century novel Fanny Hill: Memoirs of a Woman of Pleasure by John Cleland, which had two different cinematic incarnations in the 1960s (by Russ Meyer and Mac Ahlberg).