The tyrant Gedren seeks the total power in a world of barbarism. She raids the city Hablac and kills the keeper of a talisman that gives her great power. Red Sonja, sister of the keeper, sets out with her magic sword to overthrow Gedren.

A pirate crewman kills his captain after learning where he has hidden his buried treasure. However, as he begins to lose his memory, he relies more and more on the ghost of the man he just murdered to help him find the loot.