Rem is an ordinary woman in our world but, in the world of dreams, she becomes a dream warrior, defending humanity from the evils there. When dream demons reach the waking world, she fights them with the help of her pets which transform into a tiger and wolf.

Spirits begin terrorizing a school and it is left up to the sexy student Kocho Enoki to use her attractive body and magical powers to defeat the attackers. Teamed with her sister and Kosaku, their human decoy, they attempt to free the school from the spirits. Unfortunately a female spirit arrives who is immune to Kocho's sexy charms. (Source: ANN)