Retro and Pandy, two unlikely renegades, awaken naked on Earth with no recollection of their past, but with superior physical abilities. After embarking on a devastating crime spree for food, clothing and transportation in downtown Tokyo (which lasts for a minimum of five minutes), they are captured by authorities and sent to the infamous prison called Dead Leaves, on the half destroyed moon. Once incarcerated, they orchestrate a mass prison break and discover the secret work being carried out at the facility. Over the course of the film, it is discovered that Pandy and Retro were spies working at the facility and the crazed warden is trying to get revenge on Pandy by recreating a deranged fairy tale she remembers from her childhood.

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