In a dark dingy motel room, Dave and Nancy are getting ready to rob the First National Bank. Members of the infamous Black Widows Motorcycle Gang are preparing for their two-week Ride-a-Thon camping trip. A family is quickly packing their RV for a two-week camping vacation. Then at the same time, a top-secret Military Base is suddenly on Red Alert! Code Red! Due to an incoming solar disturbance. A deadly meteorite storm! Then, in the darkness of the military base two Red Eyes turn on. Now, the M-5 Search and Destroy Robot has now been activated. It will be a fight for survival from the nightmarish transformations that will all take place at a desolate isolated state park in the middle of nowhere.