The farmers of the peaceful planet Akir are threatened by the space tyrant Sador (John Saxon) and his army of mutants, the Malmori. Sador's huge ship carries a weapon called a "Stellar Converter", which turns planets into small stars. He threatens to use the Converter unless the planet submits to him when he returns in several days. Zed (Jeff Corey), the last Akira warrior, is old and nearly blind. He suggests they hire mercenaries to protect the planet. Lacking valuable resources, they can only offer food and shelter in payment. Unable to go himself, Zed offers his ship for the job if they can find a pilot. The ship is fast and well-armed but, despite its AI navigation and tactical computer Nell, cannot defeat Sador alone. Shad (Richard Thomas), a young man who has piloted the ship and is well-known to Nell, volunteers for the recruiting mission. Shad's first stop is the Hephaestus space station, which repairs androids. Expecting to find weapons, Shad instead finds only two humans among the androids: Doctor Hephaestus (Sam Jaffe), kept on life support, and his beautiful daughter Nanelia (Darlanne Fluegel). The doctor attempts to force Shad to mate with his daughter. Shad doesn't want to abandon his people, and escapes, with Nanelia following in her own ship. Although she has no weapons, her highly advanced computer systems might be useful. The two split up to look for more mercenaries...
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