Two big adventures, one big movie! In Rio, Buttman is chasing after Annie, a foxy babe with a super fine, tanned, Brazilian butt! Tianna (Buttwoman) almost stole that one from him, but Felipe was there to help him get in on the action! Then Buttman, Felipe, and Joey meet three Brazilian girls in their apartment for a full-scale orgy! Meanwhile, back in Hawaii, Buttman meets Kristal on the beach and not only persuades her to let him film her in her hotel room, but gets her to recruit other girls for an all-out limo blowout!

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Carolyn Monroe is a very sucessful performance artist who specializes in adult entertainment. When she learns that the police have threatened to shut down the club she performs at, threatening her livelihood, she becomes enraged. She's so outraged that she's determined to deliver even more arousing performances!