Protagonist Michael Corben (Richard Grieco) is mistaken for a CIA agent of the same name. Michael Corben meets Areola Canasta (Carole Davis) at a casino in Orenburg. She is the girlfriend of villain Augustus Steranko (Roger Rees).
After losing a game of Baccarat, Steranko sends Areola to kill Corben. Areola smiles with a knowing look.
At Palace Hotel Areola Canasta bribes a bellboy to gain entrance into Michael Corben's suite. Whilst sitting on the end of a bed removing his shoes Areola sneaks up behind him and throws her arms around Michael. She successfully seduces and undresses Michael. Whilst he lies on the bed, eyes closed, Areola removes a box hidden beneath the mattress. Opening the lid a scorpion crawls out and onto his thigh. Presumably assuming her fingers are inching closer to his briefs Michael opens his eyes.
"Excuse me," says Michael Corben. "I'll be right back!"
He jumps up, unknowingly launching the scorpion into the air. He runs to the bathroom to look for a condom. Areola loses sight of the scorpion. She nervously searches on and around the bed. Michael locates a container of "combat condoms". While Areola walks along the bed the scorpion falls from the ceiling into her nightgown. A terrified look on her face. The scorpion is stuck at her upper back in her nightgown, out of reach like an itch. She screams, stumbles back, and bumps into a stereo, turning dance music on. Michael mistakes Areola's struggle for a seductive dance. He divides his time by watching her and trying to open a container of condoms. Areola's efforts to seek help from Michael are fruitless - he is oblivious to her plight. Areola pulls at her gown and runs around flailing in a panicked effort to get the scorpion out. She nearly falls forward but her hand reaches a table. She then slips and falls onto the bed. Nearing exhaustion from the mix of fear and adrenaline Areola barely pulls herself up. Meanwhile, a henchman named Ziegsfeld was sent by Steranko's second in command Ilsa Grunt. He was also tasked with killing Michael Corben. Ziegsfeld at the hotel finds the suite when he hears Areola scream. Peering through a hole he punched in the door sees Areola atop the bed. He assumes she is having sex with Michael. Ziegsfeld fires a rocket. The bedroom bursts in flames. Michael is thrown across the bathroom into the tub. He slowly steps out. Seeing the pendant of Areola's necklace takes hold of it. A pull on the chain reveals the charred skull of Areola.