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Upon discovery of a shard of the Loc-Nar (the evil orb from the 1st Heavy Metal), a miner named Tyler becomes posessed by an insatiable hunger for power & thirst for immortality. On his way to a planet which has a fountain of immortality, Tyler makes a pit stop at F.A.K.K.² (Federation-Assigned Ketogenic Killzone) because its inhabitants carry some immortality water in their bodies. Tyler abducts a few people and kills the rest, but misses one: Julie, the sole survivor enraged by Tyler’s careless rampage, vows to avenge her family and kill Tyler before he reaches the fountain.

When her father re-marries after the death of her mother, Mary Bedford finds herself bundled off to a posh girls boarding school. She’s never been to boarding school before and it’s all quite daunting at first. Soon however she makes friends, including her two roommates, Tori and Paulie, whom she soon realizes are lovers. She also becomes quite friendly with the gardener, Joe Menzies, and helps him on the school grounds as it reminds her of working with her late mother in the family garden. When Tori decides to end her relationship with Paulie however, tragedy ensues.