In ages past, a malevolent race called the Arakacians discovered a place where space-time leaked an immortality water. The Arakacians conquered the known universe for centuries, and were finally vanquished after the fountain chamber was sealed by freedom fighters. Upon discovery of a shard of the Loc-Nar (the evil orb from the original movie), a miner named Tyler becomes possessed by an insatiable hunger for power and a thirst for immortality. On his way to a planet which has the immortality fountain, Tyler makes a brief stop on F.A.K.K.² (Federation-Assigned Ketogenic Killzone) because its inhabitants carry some immortality water in their bodies. Tyler invades the space colony, wipes out most of the inhabitants, and kidnaps a beautiful woman named Kerrie. Enraged by Tyler's careless rampage, Kerrie's beautiful sister Julie vows to avenge her family and wipe out Tyler before he reaches the fountain.