Inspired by a television show featuring a kickboxing heroine, a woman named Kathy (Julie Suscinski) enrolls at a martial arts school in this low-budget action-comedy. When Kathy learns that the school is a front for drugs, prostitution, and blackmail, she uses her new skills to take the bad guys down.

On Mayday 1998 in the town of Dunwich, Massachusetts, Elizabeth gathers together a group of specially selected friends for a rather odd party. It turns out that she is the descendent of a malevolent witch named Lilith who was burned at the stake precisely three hundred years ago. Now Elizabeth hopes to resurrect her dreadful ancestor and has a specific (and murderous) need for the guests she has chosen