Ben Rutherford (Harold Pruett), a man looking for work, arrives on Moon City, a colony on the moon to find work as a miner. On Moon City, Ben meets a pilot named Sam Horton (Brion James) and a gambler named Armond Crille (Rutger Hauer). Armond has won the readout of the remote planet "Asteroid 13" from a poker opponent in a poker game and Ben encourages Sam and Armond to travel to "Asteroid 13" to do mining, believing Asteroid 13 maybe another source of gold. Joined by a woman named Camilla Jones (Joan Chen), who also wants to be involved with the mining on Asteroid 13, the three companions become paranoid, believing one of them may want to claim the gold for themselves. But a ruthless Chinese bandit known as Loo Seki (Don Stroud) has also arrived on "Asteroid 13", and is also after the gold.