Arriving on the Ogron home world, Dr Linus Leofrix and Rostow capture Gnork, an Ogron. Their intention is to use their banned brain implant technology to increase Gnork's intelligence and raise an army of super-soldiers big enough to conquer half the galaxy! Sent out to beat the Ogron leader Gwunn and gather an army, Gnork uses his new intelligence to strand Leofrix and Rostow on the planet along with Gwunn, while he escapes in their spacecraft to raise an army of his own.