All the movie really has is a single terrific creature rape, although it features numerous creature assaults on hot women and, of course, a lot of nudity. NOTE: There is a 1997 Breeders that, in my opinion, is even worse than this one, and without the awesome creature rape scene. Don't be fooled.

The movie begins with Donna (Natalie O'Connell) walking with an old man when he cramps up, bends over in pain, and transforms into something that tears the girl's dress, releases one breast from its clothing captivity, and then picks her up and carries her off. As we find out later in the hospital, she was raped and suffered acid burns to her face. Plus, she was a virgin and *gasp* she is like the fifth virgin to be raped and left in this condition in the last week or so. She is being attended by a virgin doctor and a virgin nurse. What are odds?

Next comes the hot scene, complete with creature rape. Karinsa (Frances Raines) is a model doing a photoshoot and we get to watch some of the photoshhot. She is so hot. The shoot breaks for lunch and everyone except Karinsa leaves to go eat. She stays behind to exercise. She starts her exercise by snorting two lines of coke, then strips naked, turns on the tape player, and does a series of lovely stretching exercises that really shows off her lithe, lean body. She has tan lines, which makes her even sexier. She is cooling down laying flat on the floor letting her hands roam teasingly over her body and you think maybe she's going to, you know, touch herself, but she doesn't. We do get a flash of pubic hair, though.

The photographer's assistant barges back in because he forgot his billfold. Right. Karinsa covers herself with a towel and tells him its okay that he walked in on her naked when suddenly he screams and collapses and goes through a really cheesy transformation into a creature. Karinsa screams and watches terrfied for awhile before she runs and hides behind a backdrop, still clutching the towel around her lean naked body. She pokes her head out to look around, and we can see her smooth butt because the towel is really only covering her top when she bends over like that. Very nice.

The shadow of the creature moves behind the backdrop toward Karinsa. She looks around, panicked, and makes a run for it. The creature shows itself and she turns, paralyzed at the sight. The creature shoots two long thin tentacle-like things out of its fingers that neatly wrap around Karinsa's delicate ankles, then jerks forward and Karinsa falls to the studio floor flat on her back. She looks up, still clutching the towel to her body, and continues screaming. A lot.

The creature pulls her forward. She struggles ineffectually. We get a really nice side shot as she's being pulled across the floor showing off her shapely leg and thigh. There's a Karinsa POV shot as the creature looms over her. There's a creature POV shot showing Karinsa and the creature's claw as it reaches down and finally rips the towel from her body. It pulls her closer. Karinsa POV again as it lowers onto her. A side shot of her lower leg and foot with the black slimy creature body positioned between her legs. Her foot is twitching and jerking reflexively as the creature rapes her. There is also squishy sounds like it is a really sloppy rape. Cut away.

A bag lady gets offed in the tunnels. Nothing to see.

The virgin nurse Gail (Amy Bretano) walks home and into her apartment and keeps acting like she's hearing noises. Then she decides it must be nerves. So she undresses. In the kitchen. These New York girls. She removes her blouse and she's not wearing a bra. She removes her pants and she's not wearing any panties. That can't be good hygiene for working in a hospital. She takes a shower and we get a nice slow tour of her wet naked body as she soaps up and rinses off but no full frontal nudity. She gets out and wraps a towel around her slender naked body and hears a noise. When she investigates, a guy is sitting at her table, which scares the hell out of her. But she invited him over and was just surprised because he let himself in with the key she cleverly hid above the doorsill.

She turns her back to him and continues her conversation but hears a strange noise and when she turns back around the guy is dead and there's a creature moving toward her. She screams a lot and the camera closes in on her face so all we really get to see is her uvula working overtime. Cut away.

Next we see the photographer (Lee Anne Baker) who was shooting Karinsa in her studio. She gets a call from her other assistant, Alec, who we discover during the course of the conversation is also a virgin. It boggles the mind that there are so many hot looking virgins all in the same few blocks in New York City in the mid-80s. But oh well. The phone call ends and the studio lights go out. The photographer checks the breaker box but the fuse looks fine. "Must be the main in the basement," she says ominously. The photographer goes down to the basement and the creature follows her down. It attacks her. She screams.

Back in the hospital, we discover that the acid burns on all the rape victims have miraculously healed.

Back to the photographer, who is sitting on the floor looking dazed. She stands up and we see that she is no longer wearing any pants (although her shirt is long enough that we can't tell if she is wearing panties but I suspect not), and her legs are streaked with the black ooze stuff that marks where a creature has spent some quality rape time. It is safe to assume that the photographer was also a virgin but now she is a creature rape victim. She walks off in a trance-like state.

Back in the hospital, Donna wakes up, stabs an orderly, and walks naked out of her room and down the hall and no one notices. Nice full length views of the naked Donna as she walks away, plus some shots of her walking through tunnels but no full frontal shots.

The virgin doctor and the detective have discovered that all of the rape victim girls are missing except for Karinsa, so the virgin doctor orders a 24-hour guard around Karinsa.

Alec, the virgin photographer's assistant gets home and answers the phone. It is her mother asking, apparently, if she is still a virgin because that's the topic of conversation. While she is talking to mom, Alec undresses down to her black bikini panties and puts on a white button-front shirt that looks like a man's dress shirt. I was wondering how the virgin Alec came to have a man's white dress shirt in her apartment. She no sooner hangs up the phone than a guy in a black leather jacker grabs her from behind and tells her "pain or pleasure, it's her choice." Nice rapist line.

The rapist takes off his jacket to reveal his bare chest, covered in virile chest hair, and tells her it's her turn, so she hesitatingly undoes the top button of her shirt. The guy brandishes a long knife and has nonconsensual sex in his eye. How could it possibly get any worse for the virgin Alec? How about a creature shows up, grabs the knife, slashes the rapist across the face so that he falls screaming onto the already screaming Alec and bleeds out all over her white shirt. Alec looks up at the creature and screams and we cut away before we get any creature sex action.

Back to Karinsa in the hospital. She sits up suddenly and I am gratifed to see that she is not naked in her hospital bed, like Donna was, but that she promptly takes off her hospital gown. Let me take just a moment here to point out that Frances Raines has the nicest pear shaped breasts, with large dark aureoli and substantial (and hard) nipples. She looks incredible sitting up in bed and I used to think how cool it would be to wake up to that every day. Alas, her last movie was in 1987.

A doctor was sitting by her bedside and watches her walk away, mesmerized if he's anything like me. He follows her down into the abandoned tunnels under the hospital. Eventually we see where she's headed: The Virgin Vat. All the other naked girl rape victims are already there, wallowing around in a vat of gooey white creamy stuff that looks for all the world like semen and that's probably what it's supposed to look like. Whoever came up with the concept of a vat filled with that much semen probably has ejaculation issues. They welcome Karinsa and she climbs in to join them.

We get to watch the five or six naked girls wallow and roll around in the semen-filled vat making pleasurable moaning sounds for awhile until they are electrocuted by the virgin doctor and the detective to keep them from reproducing and unleashing an army of creatures on the earth. I'm pretty sure you got so see all the breasts if you paid attention.

The movie ends with the detective and the virgin doctor in bed where he has apparently cured her of her virgintity when suddenly he turns into a creature. Psych! It was only a dream and the movie ends with the virgin doctor alone in bed crying hysterically.

I cannot begin to describe how bad this movie was, and how hard it was to listen to the stilted dialog and follow along the predictable plot. It was almost unwatchable, except it did feature a lot of nudity. However, the creature rape scene with Karinsa did it for me the first time I saw the movie and still does it for me today. She is just so hot, bouncing around doing her exercises and stretching languorously afterwards and the creature pulling her inexorably closer and seeing her feet jerking and twitching were all such great effects. The movie sucks but that scene is a solid B for me.