Cleopatra (Jennifer Sky) becomes trapped in a virtual reality world where she is reunited with her boyfriend Johnny (Kieren Hutchison) in pre-Bailey Los Angeles. 21:58 minutes.
Hel (Gina Torres) and Sarge (Victoria Pratt), two warriors in the year 2525, rescue Cleopatra (Jennifer Sky), an aspiring actress who awakens from a cryogenic deep freeze after more than five centuries to find the world literally turned upside down.
Hel (Gina Torres), Sarge (Victoria Pratt), and Cleopatra (Jennifer Sky) travel to the lower levels of the underground to rescue a young woman before she is sold to a mutant experimental lab.
Raina (Danielle Cormack), a dangerous young woman with the power to control people's minds, attempts to find Voice by pitting Hel (Gina Torres) and Sarge (Victoria Pratt) against each other.
Voice sends Cleopatra (Jennifer Sky) on a mission to save Sarge (Victoria Pratt) and retrieve a pod containing valuable information.
Hel (Gina Torres), Sarge (Victoria Pratt), and Cleopatra (Jennifer Sky) use Raina (Danielle Cormack) and her psychic powers in an attempt to defeat the Bailies.
Hel (Gina Torres), Sarge (Victoria Pratt), and Cleopatra (Jennifer Sky) must restore a force field and prevent a supply of plutonium from getting into the wrong hands.
Hel (Gina Torres), Sarge (Victoria Pratt), and Cleopatra (Jennifer Sky) discover an underwater city that has possession of a Bailey.
Hel (Gina Torres) and Cleopatra (Jennifer Sky) are stunned when the underwater Bailey saves Sarge's (Victoria Pratt) life so the team can prevent Schrager (Stephen Lovatt) from destroying the underworld.
The evil Creegan (Joel Tobeck) reemerges and attempts to use Hel (Gina Torres) to locate Voice.
Hel (Gina Torres) is infected with a Bailey-engineered parasite that kills the host after all knowledge is drained from the host's brain.
Mauser (Patrick Kake) goes ballistic and reverts back to his old Betrayer form when Sarge (Victoria Pratt) attempts to reprogram him to meet her needs.
Cleopatra (Jennifer Sky) and Sarge (Victoria Pratt) use a high-tech vehicle built by Mauser (Patrick Kake) to rescue Hel (Gina Torres) when she becomes trapped on the surface.
Cleopatra (Jennifer Sky) is sent into another plane of existence when the evil mind controller Raina (Danielle Cormack) returns to exact revenge.
Cleopatra (Jennifer Sky) and her comrades experience a close encounter of the deadliest kind when they are pursued underground by a Bailey.