Somehow the entire population of the Earth has been obliterated, leaving the buildings standing and the preserved food intact. The environment seems to be OK, too. From the emptiness of the planet emerges Alan (David Arnott), a nebbishy anthropology graduate student who is coming to terms with his fate as the last man on Earth -- until he discovers Sarah (Jeri Ryan), a beautiful, intelligent woman who can't stand the idea that neurotic, portly Alan is the last man she'll ever be near. They make an encampment in a desert and begin their lives together -- him, delirious; her reluctant -- until they encounter Raphael (Dan Montgomery) hitchhiking along the road. Raphael, although a bit dim, is tall, handsome and fun-loving, and Alan finds that he has to change in order to compete for Sarah's affection, or spend his life without a woman. But nature is full of surprises.