In an effort to find an economic means of purifying salt water, a joint U.S.-Japanese military command is set up on an isolated Japanese island where an unusual salt water lake is situated. However, their purifying experiments arouse the prehistoric monster Obaki from hibernation at the lake's bottom, and it proceeds to attack Japan. Although made by a U.S. independent film company, this film was based on a Japanese Toho monster film of 1958, "Daikaiju Varan", from which all of the monster effects scenes and a few incidental dramatic shots were edited into it.

When a rare species of butterfly is found in a mysterious valley in Japan, a pair of entomologists go to investigate and find more. They discover Varan, a giant monster, who decides to leave the valley and head straight for Tokyo.