 Marcie, Reet and Thomas are three children who are stunned when for some unknown reason each kid at their school is given a really powerful computer and that the class swot is turned into a mutant by the computers and it s controller Mr. Eldritch. Investigating the three discover that the computers are a part of a plan to rule the world but they need to find Professor Polzinski. With the aid of the Professor, Eldritch is stopped. Later on, a team made up of blonde women dig up the school field to find a wartime computer Behemoth with the power to destroy the world. Super-intelligent Marcie and Eldritch battle against each other for control of the world and in another round in the age-old war of good vs evil...