Because of her last name "Kumada" (bear + rice paddy) and her appearance, Misa's high school classmates call her "Pooh" disparagingly. She obviously has no friends and can only let down her guard around her pet parrot and the goldfish in the science room at school. But, then she finds herself quickly becoming best friends with Izumi who is a cute and popular classmates. Although somewhat puzzled by Izumi's interest in her, Misa is excited about having a friend for the first time ever. But, Izumi's initial angelic demeanor gradually transforms into a demonic one.

A medieval Book of the Dead is discovered in the catacombs that run under a small town strip club. When one of the desperate strippers raises an army of the undead, the rest of the strippers must kick some zombie ass to save the world.