The Lunar Queen, the last of her line, is being driven out of the travel market by jumbo jet travel. Captain James Howard, temporarily unemployed, lands the job of trying to keep her in business by tapping the new backpacker market. The ship's owners are divided into factions. Young bi sexual, masochist Deputy Chairman Arabella Lagan opposes James' appointment " A waste of our money and his time." Uncle Hubert, the Chairman wants " the old girl gingered up." Aboard ship the complications for James pile up. Bible Bill the Commander composes sermons for his Sunday Services in between groping unwary female crewmembers. James falls in love with the surgeon beautiful Polish exchange doctor Tatyana.

The Purser and the Hotel Manager run rings round the now besotted James as arrangements are made for the final voyage. Briefly back in London to report James falls into pony crop wielding Arabella's heated grasp.