A childhood trauma has left Kusakabe Noboru, a college freshman in Tokyo, afraid of women, especially those with big breasts. Talking to them, let alone touching them is out of the question and it is no surprise that he is still a virgin. After another failed night to talk to girls with his one and only friend Takahashi, the two sees an incredibly large building called the Devil Ecstasy. They learn that it is a brothel and Takahashi convinces Noboru to use this opportunity to lose their virginity. As the two pick out the girls, Noboru notices Meruru, a cute flat chested girl and chooses her while Takahashi picks the sexy Celine. Noboru's fear of girls kicks in and nothing happens while Takahashi leaves happy. But when Takahashi dies the next day under unusual circumstances, Noboru learns the terrifying truth that the women at Devil Ecstasy are all succubi, waiting to suck the mojo and life out of the men who dare approach the brothel!