Gus Sinclair - the gay "black sheep" of the Sinclair dynasty passes away and leaves his business: The 2150 Club - a private men's gym in Manhattan - to his favorite nephews: Scott & Jeffrey - both also gay. Unfortunately - to their dismay - the club membership is straight and their silent partner is the Mob, to whom they owe $22,000. But this is not your typical Mafioso family. The 3 handsome Italian sons are also gay, and one of them - Tony Calypso - takes a liking to Scott. Meanwhile Jeffrey has his eye one of the club members: soap opera star Luke Pico - whose sexual orientation is in question. Add to this an extortion and blackmail scheme from a rival mafia family and you have a romantic comedy full of complications, twists and turns.