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|Dean Martin||Matt Helm|
|Karl Malden||Julian Wall|
|Richard Eastham||Dr. Norman Solaris|
|Beverly Adams||Lovey Kravezit|
|Camilla Sparv||Coco Duquette|
The film begins with a shot of the United States Capitol being destroyed. It turns out to have been a model at a demonstration of a heliobeam weapon in the headquarters of the Bureau of International Government and Order ("BIG O"). BIG O is a One World organisation with a goal of world domination that previously appeared in The Silencers.With the aid of a mole, BIG O conducts a worldwide assassination campaign against various secret agents working for ICE (Intelligence Counter Espionage). Matt Helm fakes his own death, as in the next year's Bond film, You Only Live Twice, that also would begin by faking the lead character's demise and having his funeral.Helm meets his "M"-type boss, Mac (James Gregory) to receive his twin mission briefing. Helm is to track down the recently missing Dr. Solaris (Richard Eastham), who has developed a powerful heliobeam weapon that uses the concentrated power of sunlight in a beam capable of mass destruction. Helm is told if he can not rescue Solaris he is to kill him, and if captured to kill himself, lest BIG O brainwash him.Posing as a Chicago gangster named Jim Peters, an alias of "Lash" Petroni, Helm travels to the French Riviera to follow his only lead, Solaris's daughter, Suzie (Ann-Margret).