Cult filmmaker Russ Meyer takes on directorial duties in Zugsmith s adaptation of the notorious erotic classic Fanny Hill. Set in pre-Victorian London, young Fanny finds herself taken in by a madame at one of the city s most elite brothels. A strange mix of Zugsmith s surreal slapstick and Meyer s trademark buxom beauties and thoughtful satire, Fanny Hill is an over-the-top saga of low-rent thrills in high-brow settings.

In this heart-warming drama, a beggar and his performing dog, Flip, struggle to eke out a living upon the cruel streets. He is hired to perform at a rich kid's birthday party. There, the beggar is offered $500 for his beloved dog. He refuses and again hits the streets. Soon he becomes so impoverished that he can no longer provide food for his four-legged friend; he sells him for $20. The beggar is then beaten and robbed. Later he learns that Flip died. The man soon follows the dog to heaven where they begin performing for God.

A fingerprint expert figures out who killed the mayor.