The military medical technician was lightly fondling her breasts and playing with her nipples through her t-shirt, she alleged.
The whole time, he kept repeating that he needed to do it. It was part of the exam.
"The reason why it stuck with me is because his touch was so different, and it was unlike any breast examination I've ever received," the woman said.
"There was no way he could have been feeling for lumps or any abnormalities in my chest, because he did not cover my chest, he would play with my nipples."
The woman's identity is protected by a publication ban. So are the identities of other women who are now speaking out in a military court about their own experiences with James Wilks.
The petty officer second class, who is now retired, faces 26 sexual assault and breach of trust charges involving 16 women over a period of six years.
The charges allege inappropriate medical exams at Ontario military recruitment sites in Thunder Bay and London from 2003 to 2009.
None of the allegations have been proven in court.
On Thursday, the second day of Wilks' court martial, three other women came forward with similar accounts, with more to follow in the days ahead.
Another one of the women says Wilks ordered her to expose her breasts so he could touch them during a physical exam.
She says he spent a minute or two touching her breasts before ordering her to pull up her hospital gown and get off the examination table.
The woman choked up several times and dabbed her eyes with tissues as she spoke.
"I was humiliated," she said.
She described how Wilks then told her to bend over and touch her toes while she was wearing only the gown and her underwear.
She says he ordered her to keep her hands on her toes when she instinctively tried to keep her loose-fitting underpants from slipping. Wilks pulled up her underpants and held her gown as she was bent over, the court martial heard.
"I don't think he should have touched me. He did not ask me," she said.
"He just did it."
Maj. David Hodson, who is representing Wilks, accused her of fabricating the episode.
A third woman told the court martial how she caught Wilks staring between her legs when he was supposed to be examining her joints.
She says she felt uncomfortable since she was only wearing her underwear and bra underneath a hospital gown.
"I was looking at him. I was hoping that perhaps we could make eye contact so that he would stop or that he knew I was watching that," she said.
"But he didn't see me."
A fourth woman told the court martial Wilks made her feel uncomfortable during her medical exams by making comments about her unshaven legs and the size of her hips.
The court martial is expected to take three weeks.
Wilks also faces separate civil lawsuits that claim the military didn't act on reports about his alleged conduct.
Three women filed statements of claim with the Ontario Superior Court of Justice alleging that Wilks sexually assaulted them during physical exams for recruits at various National Defence installations in Ontario.
A fourth woman last year filed a similar civil claim against Wilks. It alleges he touched her breasts and pressed his groin against her during a recruitment medical exam.