An all-woman crewed spaceship runs into some trouble and loses most of its fuel. The nearest place they can replenish their energy is a prison planet. But once they get there they find only two people left alive. One of them is an officer and the other is Convict 762, who had killed all two-hundred other prisoners that were on the planet. The problem is that the women have no idea which man is telling the truth.Then, the women start being killed and its up to the captain, who looks like a Natasha Henstridge clone, to get the fuel and get them out of there. In the end she makes a decision and helps one of the men on to her ship. She believes him to be the officer but after they have sex she sees the '762' tattooed on his back. He chases her around the ship and she eventually kills him