Flash and Dale rush to Zarkov’s aid who is being held prisoner on Beta M-1. His captor is the mysterious Lion Man.
The movie tells the story of an elderly woman who uses her vast fortune to convince an eccentric yet brilliant scientist to provide her with a new, youthful body. This is done by hiring three immigrant young women, with the promise of helping them become film stars. The old woman then chooses which of the girls she finds most beautiful, and sets about replacing the young woman’s brain with her own.
Flash’s best friend is sent to a planet where he is brainwashed and sent back to kill Flash.
When the vigilantes go after cattle rustler Lee Morgan, he responds by kidnapping the son of the head of the vigilantes. Years later, the story becomes interesting because the boy doesn’t know his father isn’t the outlaw.