Unbeknownst to humans, there is a thriving, technologically sophisticated society of Martians living below the surface of Mars. The Martians' Supervisor, while observing Earth, sees a mother persuading her son, Milo, to do his chores. The Martians decide to bring her to Mars, where her "mom-ness" will be extracted and implanted into the next-generation of nanny-bots. Meanwhile, Milo, who doesn't like to follow house rules and do chores and has been sent to his room and tells his mom that his life would be better without her, it hurts her deeply. Later that night, Milo goes to apologize, but discovers his mom is taken away. He runs after her, they end up in separate parts of the Martian spaceship. On Mars, Milo is taken to an underground prison cell. He escapes. Milo meet Gribble, known as George Ribble, a childlike adult human. He explains to Milo that the Martians plan to extract Milo's mom's memories at sunrise, using process that will kill her. Milo is chased but rescued by Ki. They save mom just before sunrise. Milo and his mom steal oxygen helmets and try to escape across the Martian surface, but the Supervisor, while attempting to kill them, causes Milo to trip and his helmet shatters. His mom gives him her own helmet, saving Milo but causing herself to suffocate in the planet's air. The Martians are awed, as this is the first time they have seen love. Gribble finds his own mother's helmet and gives it to Milo's mom, saving her. Milo apologizes.
