The story revolves around the quiet Mari Kumakura whose only noticeable quality is her top of the class grades, enter the cute and friendly Akko Oohashi whose goal is to get to know Mari and become best friends with her. With Akko's help she quickly transforms into one of the more fashionable girls in school and becomes good friends with Akko, Sugi and Tamami. The group get into all kinds of situations; boys, diets, fashion, friends and studies. However, as the plot develops, Mari and later Akko realize both have deeper feelings for each other, feelings that eclipse friendship.