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Meanwhile, she has found a job, babysitting Daphna, the daughter of her art teacher Donald Falk, who betrayed his wife and had sex with other women. Slowly, Lily becomes obsessed with Ivy's letters and. One of her instructors takes an interest in her above and beyond the call of teaching her how. In class, she has trouble expressing herself, unlike Gredin, an attractive co-student and sculptor whom she soon starts dating. unlike Gredin, an attractive co-student and sculptor whom she soon starts dating. The premise of this film is based around art geek Lily finding the diary of Ivy from the first Poison Ivy film and deciding that she wants to become like her, because acting like a psychotic slut is the way to get great things in life, such as STD's. She is soon drawn to the content, also desiring to have the girl's sexual confidence and fearlessness. In the box, she finds nude pictures of the girl and her diary. One day, Lily discovers a box of items belonging to Ivy, a girl that she has never met before.
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She finds an apartment, and she soon notices that her roommates, Tanya (a friendly lesbian artist who becomes a good friend to Lily), Bridgette (a cruel and taunting artist who initially takes an immediate dislike to her), and Robert (the silent but talented musician), all art students, aren't quite normal. Lily is a sheltered art student from Michigan attending college in California. Alyssa Milano, Johnathon Schaech, Xander Berkeley, Belinda Bauer A young and naive college art student becomes obsessed with assuming the identity and personality of a departed coed who used to live in her room, and in so doing causes complications that result in two men, a student and her art professor, lusting after her.