In a cheap motel near Peckham California, a maid discovers a man's corpse in one of the rooms. The dead man, Professor Grabowski, is associated with the Brandt Research center, and an autopsy reveals he died of a massive coronary during sexual intercourse. Another similar death is discovered almost immediately, this time a younger man. This causes the federal government to send in Agent Neil Agar (William Smith) to get to the bottom of things. The socially distant Dr. Susan Harris (Anitra Ford), who is in charge of some mysterious research in bee culture, becomes a key suspect for Agar.Agar manages to piece the puzzle together himself, but before he can apprehend Dr. Harris, she lures Julie into her lab and begins the transformation process on her. Agar arrives in time to stop the procedure, firing a bullet into Harris's machine and breaking it. The lab begins to explode, and the bee girls slowly die, including Dr. Harris. The film ends as Agar and Julie begin a romantic interlude.

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