Some time in the 21st century, Kovarick, said to be the most evil man who ever lived, is met by a resistance force. One of their members, Dr. Bahler, invents a time distorter held within a ring, which he uses to go back to ancient Egypt, where he dies. 75 years before he left, the ring is found by scientists, who are killed by a small mafia group, but not before it is thrown to a bum, who pawns it for fifty cents. An obnoxious gentleman, Steve, then buys it to give to Jill, a local actress he has fallen for, but does not reciprocate. The mob boss attends her performance to get the ring back, and when he threatens to kill her, an interjection creates a paddageway to the middle ages, and she and her airy friend Kirsten go through. In the middle ages, their princess costumes make everyone mistake them for fleeing princesses who had been forced to marry ogre-like men for acquisition of land.