Emperor Spengo sees Marge Nelson and using a giant magnet, kidnaps her and her husband Dick, hoping to make Marge his before blowing up the Earth. The Emperor and other inhabitants of his planet are somewhat less than bright, and Dick begins reliving episodes of Flash Gordon and Buck Rogers in order to rescue Marge, save the Earth, and restore the rightful emperor to the throne.
| Actor | Role |
|---|---|
 Teri GarrMarge Nelson | Marge Nelson |
 Jeffrey JonesDick Nelson | Dick Nelson |
 Jon LovitzEmperor Tod Spengo | Emperor Tod Spengo |
 Thalmus RasulalaGeneral Afir | General Afir |
 Wallace ShawnSibor, Semage's Beau | Sibor, Semage's Beau |
 Eric IdleKing Raff | King Raff |
 Dwier BrownSirk, Raff's Son | Sirk, Raff's Son |
 Kathy IrelandSemage, Raff's Daughter | Semage, Raff's Daughter |
| SSuzanne VentulettStephanie Nelson | Stephanie Nelson |
 Michael StoyanovCarl, Stephanie's Boyfriend | Carl, Stephanie's Boyfriend |
 Danny CookseyAlan Nelson | Alan Nelson |
| CCharlie DellMinister for Wedding | Minister for Wedding |
 Laurie MainChorus Master | Chorus Master |
| JJim ManiaciGunnery Operator | Gunnery Operator |
 Dennis MadaloneSentry Rebel | Sentry Rebel |
 Jeff DoucetteCaptain Destroyer | Captain Destroyer |
 Jonathan StarkLieutenant Destroyer | Lieutenant Destroyer |
 Jack AngelAdditional Voices (voice) | Additional Voices (voice) |
 Ed SolomonDestroyer #13 | Destroyer #13 |