In an era long ago, in a galaxy far away, a war has been fought for centuries. The all-male alien beings known as the Paranoids have been fighting the all-female human-like Solnoids. One of the Solnoid ships, the Star Leaf, is separated from the rest of the fleet, and finds themselves in another part of the galaxy, far away from where most of the fighting is. Despite this setback, they continue towards the planet Chaos, believed to be a paradise planet where the Solnoids can create a peaceful society.
However, during this time, a strange alien being infests the ship, resulting in the death of their captain. Despite this setback, the remainder of the crew manages to find their way to Chaos and proceed to prepare defend it against the Paranoids. However, their attempts are cut short when they realize that the alien being has returned, and it was a conspiracy done by both the Paranoids and Solnoids. As a result, the Star Leaf crew are forced to take on not only their sworn enemy, but also the Solnoids as well.