Willie Dynamite is a pimp who operates in New York City. Willie was a big success as a pimp, but now, just as fast as he rose to the top, he has hit bottom. A former prostitute who has become a social worker tries to get Willie to clean up his life while it is still possible.

Emperor Spengo sees Marge Nelson and using a giant magnet, kidnaps her and her husband Dick, hoping to make Marge his before blowing up the Earth. The Emperor and other inhabitants of his planet are somewhat less than bright, and Dick begins reliving episodes of Flash Gordon and Buck Rogers in order to rescue Marge, save the Earth, and restore the rightful emperor to the throne.