Lifelong and platonic friends, Zack and Miri are desperately struggling to keep up with the rent and their mountain of past due bills. On the eve of Thanksgiving, both their power and water are shut off. The two friends brainstorm, coming to the decision that making a porno film should solve all their money problems. Once the cameras are rolling however, the two quickly realize that their friendship may be something much stronger, something that they have both been denying for years.