In a dystopian future of 2525, deadly machines hunt for surviving humans. Helen and Sarge, two warriors on the run from a shapeshifting terminator, find a clueless cryogenically frozen girl named Cleopatra, who went under before the war.

Hel, Sarge and Cleopatra travel to the lower levels of the underground to rescue a young woman before she is sold to a mutant experimental lab.