Gill and Sandy are two young girls looking for an apartment. They find a mysterious house whose owner is none other than the legendary heroine Black Rose. Black Rose decides to train the girls much to their chagrin. When the girls try to escape, they learn that Poison Ivy, a former protege of Black Rose's, has been casuing trouble. With no other option, the girls, along with taxi driver Jim (who Black Rose thinks is her ex-lover), train and Gill and Sandy become the new Black Roses.