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The movie, the second in a series revolving around a large rubber foetus, begins after it has succeeding in bringing the world under the control of the Military Assault System. (Double Dealer, Father Fast, Evil Ivan the Drunken Proletariat, and the other supervillains who helped him achieve this are mentioned but never actually seen in the second movie.) The Military Assault System cunningly appears to be simply a series of common events -- a fan turning on, a drawer opening and closing, a shaver buzzing to life -- and is fuelled, grotesquely, by spinal fluid.
The foetus (voice supplied by Darin Johnson) has all the governments of the world draining their citizenry of this vital fluid, and soon the foetus has so much he fills a birdbath with it and cavorts around in it, cackling evilly and slurping at it.
When a job applicant is told that he will not only have to provide blood, urine and semen samples, but also be drained of his spinal fluid, he's furious. The applicant (played by Ryan Bigge) sits down and writes the Octopus Overlords.
Applying for a job, the octosapien is unable to provide the requisite spinal fluid as he has no spine. Because of this, he is referred to Dr. Clockwise (Rick Monce), the foetus's right hand man. When they are alone, the octosapien uses his Brain Sucking Tentacle power to get Clockwise to disclose the evil pre-human's location.
"My--Lord--Foetus--Resides--In--His--Bath--Of--Spinal--Fluid," chokes out Dr. Clockwise, and after that it is basically over, the octosapien taking the time to stuff his eggs into Clockwise's every available orifice.
# Darin Johnson is the catalyst of these and other Fast and Dirty productions. He is also the owner of the foetus, who appears in another movie (A Love Unborn) that, if you are an adult, you can see a frame of.
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Naturally, the OOs are pissed at the idea of humans joining them in glorious bonelessness. So they send a emissary, a nameless octosapien superhero (played by Jim Munroe, extra arms supplied by Bigge). Immediately, intrigue is set up as the superhero discusses how excited he is to go to the surfaceworld with his sidekick Jimmy the MantaRay (voice supplied by Bigge) -- not only to defend Octopus honour, but also to spread his eggs far and wide.
The final scene depicts the (supposed) death scene of the foetus, although it isn't made clear as to whether the octosapien did him in or if he was victim of some other ailment. He entreats the cameraman (or the "documentary maker") to turn the camera on himself, and after the death he does. It is Kim Il Sung, the recently deceased North Korean dictator.