A school girl comes in. She is wearing knee high boots, knee high socks, a school uniform skirt and a baggy t-shirt. She complains about school and being rejected by boys. Touching a mysterious toy on her table, she begins to transform into a sexy catwoman! Later, she uses her new sexy catwoman powers to torment and tease a friend. He cannot resist this new version of her. Turning more into a catwoman, she begins to lick her gloves.

A school girl comes in. She is wearing knee high boots, knee high socks, a school uniform skirt and a baggy t-shirt. She complains about school and being rejected by boys. Touching a mysterious toy on her table, she begins to transform into a sexy catwoman! Later, she uses her new sexy catwoman powers to torment and tease a friend. He cannot resist this new version of her. Turning more into a catwoman, she begins to lick her gloves.