GHISLAINE Maxwell groomed young women to be sexually abused by Jeffrey Epstein by taking them to the movies and on shopping sprees, lawyers alleged on Thursday after her arrest.

The British heiress lured girls as young as 14 years old to a plethora of Jeffrey Epstein's residences, including his mansion in New York City and his Florida estate, according to a federal indictment.

The 58-year-old socialite even lured the young women to her home in London, according to the indictment.

"In particular, from at least or about 1994, up to and including at least in or about 1997, Maxwell assisted, facilitated, and contributed to Jeffrey Epstein's abuse of minor girls by, among other things, helping Epstein to recruit, groom, and ultimately abuse victims known to Maxwell and Epstein to be under the age of 18," the indictment says.

The alleged madam first developed a rapport with her victims, asking about their schools and families or taking them to movies or on shopping sprees, prosecutors said.

Maxwell, Epstein's confidante, was arrested in New Hampshire on Thursday morning on charges of conspiring with the financier to sexually abuse minors.

She was reportedly arrested near the Bedford home of her alleged boyfriend Scott Borgerson, and will face a judge this afternoon.

In addition to grooming the young women, Maxwell allegedly participated in "multiple group sexual encounters" with one victim between 1994 and 1997 and gave an unwanted massage to another girl while she was topless in 1996.

She encouraged a third to give Epstein massages at her home between 1994 and 1995 "knowing that Epstein intended to sexually abuse [her] during those massages," according to the indictment.

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