Veteran secret agent Matt Helm (Dean Martin) is living a life of luxury when his former lover, Tina Batori (Daliah Lavi), pulls him back into action. A sinister group known as the Big O has developed a plot to start a global nuclear conflict, so the carefree, womanizing Helm must stop the scheme of mastermind Tung-Tze (Victor Buono). Joining the suave Helm on his mission is the beautiful but inept operative Gail Hendricks (Stella Stevens), along with other gorgeous ladies.