In ages past, the Arakacians, a malevolent race, uncovered a place where space-time leaked a mysterious fluid that granted immortality to anyone who consumed it. They built a vast empire and enslaved much of the known universe for centuries, until freedom fighters sealed the fountain chamber where the water of life was kept. The chamber’s key was a glowing green crystal—resembling the Loc-Nar from Heavy Metal—that could guide the bearer back to the fountain and, in possessors, drive madness. The crystal was cast into space and vanished among the stars.
In a present-day asteroid excavation, space crewman Tyler [Michael Ironside] discovers the key and touches it, instantly losing his sanity. He grows wild, murderous, and obsessive, slaughtering his mining partner and seizing the ship, killing everyone but Dr. Schechter [Arthur Holden] and the pilots Lambert [Brady Moffatt] and Germain. His search for the fabled fountain leads him to Eden, a planet whose inhabitants still carry traces of the immortality fluid in their bodies. Tyler invades Eden with brutal force, killing many Edenites and capturing a number of them so he can extract immortality fluids from their bodies. He also keeps Kerrie [Sonja Ball], an attractive schoolteacher, for his own sexual purposes. When Germain resists the idea, he is left behind on Eden.
Kerrie’s warrior sister Julie [Julie Strain] survives the attack and teams up with Germain to追 track Tyler. Their pursuit takes them to a renegade space station, where a sex robot distracts Germain, while Julie locates Tyler in a nightclub and wounds him critically. Yet Tyler drinks a vial containing the immortality serum and heals instantly. In the ensuing gunfight, he blows up the club. Julie and Germain commandeer a shuttle that attaches to Tyler’s ship, and the two craft are pulled into hyperspace. Mid-flight, an encounter with Tyler spirals into a brutal crash that leaves Julie stranded on a barren world.
On Uroboris, a desert planet, Julie encounters Odin [Billy Idol], a cloaked sage, and his companion Zeek [Rick Jones], a rock-like creature who appeared when Tyler found the key. They are guardians of the ancient fountain, and Odin has waited centuries for someone to unlock the chamber and claim the fountain’s power. With his ship wrecked and most of his crew dead, Tyler orders Dr. Schechter to extract Kerrie’s fluids. As Tyler presses onward, he discovers a race of reptilian beings and defeats their champion to conquer them, advancing toward the citadel that houses the immortality fountain. Julie infiltrates the reptiles’ city, disguising herself as a woman they believed to be suitable for Tyler, and seduces him only to be stopped by Zeek, who takes her back to Odin. Undeterred, Julie slips onto Tyler’s ship, frees Kerrie, and, together with Germain, escapes as the complex erupts in explosions. Tyler, now with only a few vials left, commands a full assault on the fountain’s citadel.
At the citadel, Julie undergoes a bath ritual that grants her armor of scant clothing—an appearance reminiscent of Taarna from Heavy Metal—and she, Kerrie, and Germain join the fountain’s guardians in defense against Tyler’s approaching army. The battle proves costly: Lambert sustains a near-fatal injury and, clinging to the last vial of immortality serum, is killed by Tyler for the blunder when the vial is accidentally shattered. Tyler approaches the final lock of the fountain, intending to pour the last vial into the chamber, but Julie stops him with a decisive stab to the left eye. With Odin’s help, Julie destroys Tyler, but the revelation moment arrives when Odin sheds his cloak to reveal himself as the last of the Arakacians, intent on reclaiming the fountain and reestablishing the empire. However, Zeek, who has befriended Julie, seizes the crystal key from its pedestal and locks Odin inside the fountain chamber for good, then blasts into outer space. In the end, Zeek encases the crystal within himself and becomes a new asteroid, forever hiding the key from mortal hands as Germain and Kerrie help Julie to her feet.