The film starts out in space where Charlie, Ugh, and Lee are sent back to Earth after hearing that the Crites are alive and well. Back on Earth Brad Brown is visiting his grandmother in Grover's Bend and word gets around the town fast implying he became well known after the events of the first film. Shortly after the bounty hunters arrive the Crites begin terrorizing the town. They begin to grow in large and soon the remaining people of the town devise a plot. They lead the Crites to a burger shop in an attempt to blow them up but fail. The Crites then come together into a large ball and begin heading to the church. Just before they reach the church Charlie flies directly into them with his space ship destroying them. Although thought dead Charlie survived on a parachute and stays on Earth becoming sherrif of the town.