Ed Tyler has escaped his captors and returned to earth with the alien Deiei in hot pursuit.

With no place to go, Ed reunites with his girl friend Denise, who has a hard time believing Ed's story of alien abduction and being killed countless times. Her doubt is quickly erased when the Deiei track Ed down and attack, destroying Denise's apartment in the process.

After defeating the first wave of aliens, Ed is confronted by the New York City Police department, who promptly shoot him dead.

Meanwhile, back on the alien spaceship, the Deiei have discovered another human who has survived the trials, Ed's best friend, Max. They decide to put Max to use.

Back on earth, Ed is reborn yet again as he comes back to life in the city morgue. He promptly locates Denise and heads back to his hometown of Windsor, which he finds is completely devoid of any life or activity.

Ed and Denise then encounter a stranger who appears to have an intimate knowledge of the Deiei and their plans for Earth. Their conversation is cut short as they are attacked by Max, who has been given a costume and powers by the Deiei, and orders to stop Ed Tyler.