[1] The film is directed by Takehiko Shinjo, and it stars actors Keiko Kitagawa, Osamu Mukai, Yusuke Yamamoto.

One day, on her way home after school, Arashi Nagase (Kento Kaku) spots her and she runs away thinking he is a gangster because of his outfit.

Whilst running, Yukari trips and falls into the arms of Isabelle (Shunji Igarashi), a friend of Aarashi who's dressed as a woman, that carries her back to their studio "Paradise Kiss" after she faints.

When Yukari gains consciousness, she meets Arashi's girlfriend Miwako Sakurada (Aya Omasa) who gives her the nickname 'Caroline' and is formally introduced to everyone known as the ParaKiss group.

Yukari refuses to be their model because she feels that it is a "waste of time" and that fashion designers are "slackers" and decides to leave but not before she meets Jouji 'George' Koizumi (Osamu Mukai) standing at door.

The next day, George meets Yukari at her school and takes her for a haircut by a friend at his institution as well as a trip to a fabric store with the ParaKiss members all in the hope that she might change her mind.

Yukari knows nothing about the fashion world and is taken back by the group's eccentric ways but eventually agrees to become their model after George takes her to a 'love hotel' and confronts her for acting prideful, when she places the blame on others for her miseries and does not know what she wants out of life.

Yukari soon comes to admire the groups free thinking ways and ability to pursue their dreams with a one track mind which inspires her to become independent and create her own path in life.

Yukari also calls home and tells her younger brother to give their mother Yasuko message about the fashion show.

During the runway practice, Yukari struggles to walk due to her nerves which results in her regretting that she did not take the show seriously and George reprimanding her for being her usual, uncaring, not-so-serious self.

One day, Yukari travels to New York for work and discovers a poster of a model wearing a dress with a "butterfly" print on it outside a theater.