Using a spaceship furnished with wooden tables and rolling chairs, a "scientific expedition" to the Moon encounters a race of Cat-Women, the last eight survivors of a two-million-year-old civilization. Residing deep within a Moon cave, where they have managed to maintain not only the remnants of a breathable atmosphere and Earth-like gravity but also a pair of gigantic spiders, the Cat-Women sport black unitards, beehive (hairstyle) hairstyles, and elaborate cosmetics. Realizing that the remaining air in their cave will soon be gone, the Cat-Women plan to steal the expedition's spaceship, migrate to Earth, and in the words of the Cat-Women's queen, Alpha (Carol Brewster), "We will get their women under our power, and soon we will rule the whole world"!