In the New Mexico desert, Police Sgt. Ben Peterson and his partner find a child wandering in the desert and sooner they discover that giant ants are attacking the locals. FBI agent Robert Graham teams up with Ben and with the support of Dr. Harold Medford and his daughter Dr. Patricia 'Pat' Medford, they destroy the colony of ants in the middle of the desert. Dr. Harold Medford explains that the atomic testing in 1945 developed the dangerous mutant ants. But they also discover that two queen ants have flown away to Los Angeles and they are starting a huge colony in the underground of the city. When a mother reports that her two children are missing, the team and the army have a lead to follow. Will they arrive in time to save the children and destroy the colony?

On Mars, the female babies are nursed by robots while the male babies are dumped in the junkyard under the command of Supervisor. They research Earth and finds that the boy Milo is raised by his Mom with love and discipline. The Martians come to Earth and abduct Mom, to use her brain to instruct the robots about how to raise children. However, Milo sneaks into the spaceship and comes to Mars. He meets Gribble, a young man that behaves like a child and together with the hippie Martian Ki and Gribble's friend Wingnut, they try to rescue Mom and bring her back to Earth. But Supervisor will give her best efforts to stop Milo and his friends.