The Alterian High Council sends freshly ordained Collector Maxy Prime and her nimble nympho sidekick, Gab-E J'nx, to investigate when an old and sexual thirst is reawakened in the furthest reaches of sexy space. There, they find a mad(ly hot) professor and her pupils in the psychosexual grips of the Thanagarian Pleasure Pod, a mega-parasite that is slowly and seductively draining their life essence. Will the Femaliens halt this tentacle terror, or will they fall to the cosmic crush of the beast?