College cheerleader Haley Spades has a problem: she's gonna get kicked off the squad if she fails the class taught by stern teacher Penny Barber. Haley thinks it's wise to sneak into Penny's office one evening to steal some test answers, but Penny catches her red-handed. Haley could be in real trouble here... but she knows Penny has a thing for cheerleaders and she's not opposed to using sex to calm down her pissed off professor!