In a distant
galaxy, a
starship searches for the evil Count Zarth Arn. Closing in on a planet, the ship is attacked by a mysterious weapon which drives the crew insane. Three escape pods launch, but the ship crashes into the atmosphere of the planet and is destroyed. Meanwhile, smugglers Stella Star and Akton run into the Imperial Space Police, led by robot sheriff Elle and Police Chief Thor. Akton and Stella escape by jumping into hyperspace. When they emerge, they discover an escape pod from the attacked starship, and in it, a disoriented survivor. The police track their hyperspace trail and apprehend them. Tried and convicted of piracy, they are sentenced to life in prison on separate planets. Stella escapes from her prison, but Elle and Thor recapture her, only to inform her the authorities have canceled her sentence; she is taken to an orbiting ship, where she is reunited with Akton. They are contacted by the Emperor of the Galaxy, who thanks them for recovering the starship survivor. The Emperor orders Stella and Akton to find a
secret weapon of immense power which Count Zarth Arn has hidden away. They are offered clemency if they help find two more missing escape pods as well as the mothership, one of which may contain the Emperor's only son. Accompanied by Thor and Elle, Stella and Akton arrive at the location Akton computes for the first escape pod. Stella and Elle take a shuttle and land near the pod on a beach. There are no survivors. Stella meets an
Amazonian warrior tribe and is escorted to their underground
fortress. On arrival, Elle is ambushed, shot and left for dead, and Stella is taken before Amazon Queen Corelia, who is in league with Zarth Arn. Elle, revealed not to have died, makes his way to the throne room, taking Corelia hostage to secure Stella's release. They escape, but the queen activates a
giant robot which chases them until they are rescued by Akton and Thor. On an uninhabited, frozen planet, Stella and Elle investigate the mothership crash site. They find no survivors. Upon their return to the ship, Thor, who has ambushed and apparently knocked out Akton, reveals that he is an agent of Zarth Arn. Thor locks Stella and Elle outside on the planet's surface, where the temperature drops thousands of degrees at night. Elle preserves Stella's life by using his energy to keep her heart going while they freeze over in the snow. Akton revives and battles Thor, killing him and subsequently rescuing Elle and Stella. Approaching the planet of the third escape pod, their ship comes under attack from the weapon which downed the starship. Akton steers the ship through it, saving them. Stella and Elle, inspecting the pod wreckage, are attacked by cavemen who smash Elle to pieces and abduct Stella. The Emperor's son, Prince Simon, arrives and rescues her by firing lasers through his eyes. They are again attacked and overpowered by the cavemen, but Akton appears and fights them off with his laser sword; he then reveals that they are standing on the Count's weaponized planet. Arriving at an underground laboratory, the three are captured by guards. The Count appears and reveals his plan to use them as bait to bring the Emperor to the planet and then have his weapon self-destruct, destroying the planet, the Emperor and all three of them. He leaves, ordering his two robot golems to keep the group there. Akton engages them in a laser sword duel and defeats the robots, but is mortally wounded by one of them and fades away, thanks to Simon's assistance, which helps to continue the duel with one of them. The Emperor arrives and fires a green ray from his flagship to "stop time" for three minutes, allowing them all to escape as the planet explodes. A battle commences between the Emperor's armada and the Count's, with the Emperor's soldiers storming the Count's space station. The attack fails and the victorious Count gets ready to destroy the Emperor's home planet. The Emperor decides to ram the Count's space station with a massive space station, the Floating City, in a 4th dimensional attack, “Starcrash”. Elle has been rebuilt by the Emperor's men. Stella and Elle fly the City towards the space station and escape together just as their station crashes into the Count's, winning the war. Stella and Elle are picked up by Simon and the two humans embrace. The Emperor delivers a victory speech. ==Cast==