 A small band of dysfunctional renegade homeless people (from the previous 9@Night series of films) lead by charismatic "Pan" befriends a lonely youngster, a fatherless "Bobby" who stumbles upon their homeless encampment nestled by the railroad tracks (that is interwoven with films NEED #6 & USED #8). The busy socialite mother, Barbara instantly disapproves of "Bobby" & "Pan s" budding friendship, while secretly and somewhat unwillingly developing feelings for Pan. This is film #7 of the 9@Night series developed and work-shopped by members of the Tenderloin Ygroup Actor s Ensemble. The actions and dialogue were improvised on set by the cast.