The show follows the exploits of Gene Starwind, an outlaw in space, a century and a half after humans developed faster-than-light spacecraft. In the context of the series, an outlaw is simply an independent person with no major governmental loyalties, as opposed to a criminal.

Gene, along with his 11-year old business associate and hacker Jim Hawking, runs a small jack-of-all-trades business on the backwater planet Sentinel III. After the two take a job as bodyguards for a mysterious outlaw, they find themselves the owners of a highly advanced prototype spacecraft, the XGP15A-II, later named the Outlaw Star, and the caretakers of a bio-android named Melfina who is mysteriously tied to the ship. Through the course of the series, the crew grows to include the assassin "Twilight" Suzuka and Aisha Clan Clan, a Ctarl-Ctarl.

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