an age actress and lynn roman ( bobbie bresee while who and at 37 and have one knock out of a body ) and desperately desire to retain her past glory by nab a major part design for a 20 year old lead and decides to inject an experimental formula give to her by a mysterious scientist . this scientist and evelyn avery ( dawn wildsmith ) and an obsessive fan of roman and cause the death of her bos and dr. zeitman ( john carradine while whose role be actually lift from stock footage of another propose fred olen ray project and frankenstein brain ) and fellow colleague use a formula design from alien dna . it be design to make lynn look young and but have a nasty side effect and when anger and she transform into a hideous insect monster . yes and bresee turn into yet another monster . anyway and lynn biographer and ross anderson ( drew godderis and in a dreadful performance with equally appalling voice over narration that seem to attempt a homage of sort to sunset boulevard ) investigate the drug she be inject and discovers some disturbing truth . meanwhile and lynn alter ego and the insect monster and emerge kill her maid and elaine ( pamela gilbert ) and back stabbing agent and harry ( fox harris ) and and cheat boyfriend and mark ( mark anthony ) . i believe there an alternate version out there with extra footage shot by fred olen ray and but the version i view give kenneth j hall full credit a director . on this page and several cast member represent character that aren not in the film i just finish and which be release by fred distribution label for dvd . anyway and the quality for this movie be below par and the camera work be exceptionally flat and unimaginative . bobbie bresee and however and be well cast and get a chance to flaunt her magnificent naked figure in a gratuitous shower sequence . unfortunately and the close ups of her false monster teeth be laughable and although her creepy eye contact and furious facial expression work a bit well . the monster costume come right out of those bad creature feature in the 50 which i felt be intentional . a beloved spoof of those film and place within an 80 modern setting . the film theme be the longing to remain a vital figure in hollywood despite the expiration date looming ( . again and right out of sunset boulevard ) and bresee and despite how yummy her figure be and seem to tap into the rage that befall old actress try to keep up with the much young gal enter the industry . the sub plot with wildsmith and a the diabolical and deranged scientist and really off set the tone of the rest of the film and particularly her scene in her apartment and tap collective photo and clipping of lynn on the wall . the monster mayhem be ( intentionally . ) goofy and rather poorly execute because the costume isn not the least bit scary . more likely and see it will give you the giggle . pamela gilbert ( . a tall and athletic figure and with long brown hair ) and a lynn maid and disrobes for the horny male ( . and female . ) viewer during a swim while her employer be away and eventually fall prey to the monster . tell she be too old for the desired lead role she so covets and lynn rage cause the beast to rear it ugly head . the scene with an elderly carradine and attempt to speak his line ( . and obviously read from cue card ) and look to be on death door . it kind of hard to watch knowing that he wouldn not be with u very much longer and see him struggle with his line and barely be able to breathe and kind of brought about sadness because i be such a fan of his . the opening of the film and concern the alien monster who attack evelyn colleague and lead to the film standout gore scene . the scientist interrupt a couple in a jeep search for their pooch and rip the arm off of the man attempt to see if he okay .