When scientist Dirk Green (Michael Whalen) finds escaped convicts Gene (Tommy Cook) and Lon (Gary Clarke) hiding out in a rocket, he forces them to pilot the ship to the moon. But for these men, as well as stowaways Steve Dayton (Richard Travis) and his fiancée June (Cathy Downs), the trip will be a perilous one. The moon, it turns out, is inhabited by a sinister race of sexy Moonwomen who lure Earthmen to their doom.