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In this spoof of spy films, CIA agent, Kelly, is in Rio De Janeiro spying on a wealthy industrialist, David Ardonian, who secretly plans to turn the world sterile and repopulate it with his harem. UK spy, Susan Fleming, helps Kelly.

SUSAN is captured by ARDONIAN and taken to his lair in the jungle then ARDONIAN pulls a double cross electrocuting the chinese delegation but sparing SOONG for a dastardly fate. ARDONIAN tells SUSAN his plan showing the fate of the missing women-all frozen in tubes but SUSAN refuses him. SOONG shows up dressed in a robe and she is injected with a drug that places her in a trance and she is frozen like the rest. SUSAN escapes but is recaptured and placed in the rocket meanwhile KELLY battles ARDONIAN tossing him into the freezing machine putting him on ice.