Rocky and Bullwinkle have been living off the finances made from the reruns of their cartoon show. Boris and Natasha somehow manage to crossover into reality and team up with Fearless Leader, an evil criminal turned media mogul with some evil plans up his sleeve. Rocky and Bullwinkle must stop the three of them before they wreak havoc.

A group of sex-crazy guys pose as porno filmmakers just to audition groups of lovelies in various states of undress. Eventually, they're pressurized into coming up with an actual movie.