It's high noon in outer space! On a frontier light years from OK Corral, a bizarre gang of futuristic desperados have their sights set on turning the tumbleweed town of Oblivion into their own private playground. Their lizard-like leader REDEYE (Andrew Divoff), pumps lawman MARSHALL STONE (Michael Genovese) full of lead in a deadly shootout just outside of MISS KITTYS (Julie Newmar) Kat House and begins terrorizing the towns inhabitants.

Meanwhile, Stones long lost pacifist son ZACK (Richard Joseph Paul) and his native sidekick BUTEO (Jimmy F. Skaggs) are escorted into town by the eerie undertaker GAUNT (Carrel Struycken) to pay their respects at the Marshalls funeral. Rendered helpless by Redeye, the tough as nails Cyborg Deputy (Meg Foster) and the Marshalls old friend DOC VALENTINE (George Takei) team up with Zack to take back the troubled town in a final unearthly showdown!