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This early sex-witchcraft movie was one of a dozen films directed the same year by the prolific Joe Sarno. The plot concerns a young model named Janet who lives with a famous artist, Tanya Fall. Janet becomes jealous of Tanya's control over her life, and speaks to a witch named Rose who frequents a local bar, Brooklyn's Cocoa Poodle. Rose tells the young model that she can have tremendous sexual power by wearing some magic earrings, which make her irresistible to both men and women. The catch is that everyone is followed around by two topless female spirits, a good one in a white mask and an evil "familiar" in a black mask. Rose wants Janet to steal her familiar's black mask, because Rose was once a familiar who lost hers in a similar situation and must wander the earth for eternity until she gets her mask back. There is plenty of softcore sex involving unattractive prostitutes, as is the norm for black-and-white exploitation films of the time, but the sex and the plot both drag and are rarely entertaining. To his credit, Sarno has always been good at coaching passionate responses from his performers, a rarity for the genre, but the acting is of little consolation in a film as tedious as this one.