B. Skow’s second foray into boy/girl erotica for Girlfriends Films is a worthy successor to last year’s well-regarded Voilà, which was a strong contender for Best Romance Movie in the AVN Awards race (consumers also get a bonus scene from that movie here). Paint’s palette incorporates the same emotional shading and erotic visuals, and if anything, the central romance is even stronger.

Dana DeArmond, a memorable supporting player in Voilà, is one of the two leads, giving a brittle performance as Jenn, a charismatic lesbian artist. We see her at the beginning of the movie engrossed by her work until she pauses and begins to pleasure herself. Leelee (Chastity Lynn) walks into the room, apparently unnoticed, and watches Jenn, stroking her own body in response. Jenn starts when Leelee makes some noise, but she’s certainly not embarrassed—and she quickly agrees to hire the neophyte artist as her live-in assistant.

But before their flirtation can escalate, one of Jenn’s admirers (delicate brunette beauty Veruca James) drops by for a tryst. The hot, passionate lesbian scene mixes in touches of foot fetish and rough sex—and is more than noisy enough to penetrate the walls into Leelee’s bedroom. (In fact, it’s the hottest scene here.)

The following morning Leelee lets Jenn know she’s ready for her first lesson, diving under the breakfast table to tease Jenn’s clit. Their relationship evolves through a series of attractive montages, as Jenn mentors Leelee both artistically and sexually.

Trouble comes courtesy of Jenn’s art dealer (Alec Knight), who introduces Leelee to arrogant celebrity artist Jake Malloy (Ryan Driller). He acts like a dick, but tells her he’s really got a sensitive side—that plus his connections in the art world get him into Leelee’s pants … and take her out of Jenn’s life.

As in Voilà, the plot tension comes from the central b/g/g triangle, but it’s resolved in a far different way here that’s more sweetly romantic. Both actresses do a good job of developing their characters, and B. Skow keeps the sex lively with the aforementioned DeArmond/James pairing and a scene in which Knight gets nasty with Lea Lexis and Leilani Leeane.