Galaxina is a lifelike, voluptuous android who is assigned to oversee the operations of an intergalactic Space Police cruiser captained by incompetent Cornelius Butt. When a mission requires the ship's crew to be placed in suspended animation for decades, Galaxina finds herself alone for many years, developing emotions and falling in love with the ship's pilot, Thor.
Two young children and an adult in a small town have an encounter with an alien spaceship. 25 years later the children are reunited as adults in the same town which is now beset by strange cattle mutilations. Matters become worse when the cattle mutilations are joined by human murders and mutilations.
Locals are celebrating the last night of carnival, such as newly in-love couple Bob and Kathy, coach, Neil Marshall, waitresses, timid blonde Lily and comely, nubile Ramona, their boss Jackson and learning difficulties teenage peeping tom Casey who's dad Avery is the town sheriff. Several them decide to spend the night down at the river, where a unknown double homicide climaxed there some nights before. But among the fairgoers is the one responsible for the deaths and as they are lurking in the shadows troubled over a tragic past (or just about one thing or another) deciding to take their frustrations out with a machete on those they blame for all the misfortunes in their life. Following the group back to their riverside stamping grounds they set about ensuring no one leaves the area alive.