Major Jones and her assistant, Specialist Smith, are cataloging secret documents at secret military installation. Unknown to them, a Russian spy has infiltrated the base, and intends to do some "shopping" from their warehouse. Slipping a mini gas cylinder from her belt, she floods the room with laughing gas, reducing the officer and her assistant to uncontrollable laughter. Once they are subdued, the spy ties them, up. Unfortunately, the files she wants are not readily found, so she decides to persuade her two soldier girls with some tickly persuasion. The poor girls are beside themselves as they are tickled without mercy for the location of the files. Almost ready to break, another soldier arrives and the spy's fiendish work is put to an end. Humiliated, Major Jones and her assistant send the rescuing soldier off for a long lunch while they deliver a some much needed payback on the spy!