Original subtitles

Dad? Hey, Dad!

Hey, Danny!

- Mom says you have to come home. - What's up?

She said now.

So you wanna race?

Come on!

Yah! Yah!

Come on, Danny! Push her!

I won! I beat you, Dad! Hey, Mom! I beat him!

- Nestor. - Long time, John.

How have you been?

Stanley Nussbaum, John Brennick.

Is this a joke?

Danny, go and take care of the horses.

Target in ten minutes.

How dare you bring a Men-Tel executive into our home.

- Former. Please. - Stanley's a sympathizer.

He's carrying the plans for Men-Tel's new power station.

We've got to get him to resistance H.Q.

Have you lost your mind coming here?

You know Men-Tel is still looking for us. They even want Danny.

I know that, but they're vulnerable now.

Their oil is drying up, their coal will be gone soon...

and without their power station, Men-Tel has no power.

Look, John...

I know you've done more for the resistance than anyone could ask...

but we need your help again.

Taking out that power plant would be a big win for us.

What are you talking about? You can't win.

They control everything and everyone.

I told you this was a waste of time. Let's get outta here.

- You have no right to even be here. - No?

How long do you think it will be before they find you here?

There where are you gonna hide?

It'll be dark soon. May be you should go.

- You said we were done with the boat. - Just get in.

I'd feel a whole lot better if you were coming with us, John.

Yeah, me too.

How well do you know that woman?

We fought together in Mexico.

What if she's right? What if Men-Tel finds us here?

We'll move again.

I don't want Danny to spend his whole life running.

Come on.

Come on, Danny! Let's go!

Go, go!

Go! Go, go!

Clear!

- You got it? - Yeah.

Back off! Back off! Back off!

Clear!

Go, go, go!

- What are you doing? - I've gotta hold them off.

Open the grate!

- I'm not leaving without you. - I love you, Danny.

- Your mom will take care of you. - You're supposed to!

I can't see!

Don't do this.

I lost you once. I won't let it happen again.

Go, go!

Danny, go! Go!

- Any sign of them? - It's an old waterworks. Booby-trapped.

Blue Leader, this is Eagle One. Vehicle on the move outback.

- Looks like our guy. - Eagle One, you're up.

Roger that.

- Stop! He wants him alive! - Tell him that.

Where'd he go? Can you see him?

I don't know. I've lost him.

Where is he?

I'll get him on the infra red.

He's locked on.

- Eagle Two? - Already on him.

Blue Leader, looks like we got him.

There's movement down there. We got him, all right.

Brennick's in the net. We're going in.

Torch the place. Destroy the evidence.

Go, go, go!

I'm picking him up now.

Prisoner number 27609.

Brennick, John W.

You are charged with sedition, sabotage, escape...

and aiding and abetting the fugitive identified as Brennick, Karen.

You are also charged with secondary reproduction...

and the unlawful possession of Men-Tel property...

consisting of male offspring identified as Brennick, Daniel.

- How do you plead? - Does it make any difference?

Your query is an acknowledgment of guilt.

The minimum sentence is death.

Adjudication complete.

Prepare for implantation.

Prisoner number 27609. Brennick, John W.

You'll now be equipped with the Men-Tel Corporation's new neural implant.

The implant is designed for behavior modification and control.

Activation is a discretionary function.

Implantation complete. Testing behavior modification.

Look at the light.

Slight pain? Thank you.

Prisoner number 27609. Brennick, John W.

Orientation is now complete.

Failure to observe any rule or regulation...

of the Men-Tel correctional code...

will result in behavior modification.

Please exit through the open doorway...

and have a nice day.

- Let's go. - Where the fuck are we?

Shut your hole. Move on out.

- What the hell-- - Get used to it.

Take a bedroll and move out.

Are you out of your mind, bringing Brennick there?

Susan. How nice to hear from you after all this time.

Daddy all right?

Fuck Daddy.

Why on Earth would you wanna bring the only man ever to escape...

from a Men-Tel prison to my power station?

Is that what we're calling it these days?

Listen carefully.

If it hadn't been for your father and me...

Brennick's escape would have cost you your career.

If anything goes wrong this time...

it won't just be your job; it'll be your ass.

The new prisoners...

have completed their orientation, Mr. Teller.

Laborers, ZED. Laborers.

Next thing you know, they'll want a fucking union.

I'm Dr. Preminger, and this is the Men-Tel Prison Network.

All right, everybody, step out.

- Where to? - They're all the same. Just pick one.

Our first-class living accommodations combine all the comforts of home...

with a nurturing environment.

And when it comes to food...

our commissary has been certified triple-A...

by Men-Tel's Department of Prison Nutrition.

The patented diet provides each guest...

with Men-Tel's recommended daily requirement of nutrients--

What's up, my role-playing, incarcerated brother?

Marcus Jackson.

John Brennick.

Oh, big fella.

Should kick your ass. Lucky for you I got a back problem.

Damn!

Girlfriend.

They got you, too, huh?

- Your wife and son get away? - I think so.

What about Nestor?

The boat took a direct hit.

When I came up, they were both gone.

- I guess they made it. - Guess again.

What happened to him?

- They screwed up his implant. - He might be the lucky one.

So. How're we gonna get outta here?

"We?"

Just like Mama used to make.

Are we supposed to eat this shit?

That's my food, bitch!

Damn!

Everyone, back in your seats!

There's a disturbance in the commissary.

Shall I institute behavior modification?

ZED, I'm dining.

Unauthorized physical contact is a violation.

Prisoners failing to desist will be subject to behavior modification...

commencing in five seconds.

Four, three, two, one. Commencing.

Let him go.

Get down!

Get down on the floor!

Give her a little more juice.

A screw's a screw, fish.

You just messed up, bad.

Thanks.

* He played knick-knack on my shoe With a whack-whack *

ZED, have Brennick brought up here.

Unauthorized access is a violation.

Guess you've done this before.

Kill the pain zone, ZED. 609.

Prisoner 27609, authorized.

Thank you, Mr. Sato. Wait outside, please.

Who are you?

My name is Teller.

I'm the administrator of this godforsaken institution.

Ten years ago, I ran all of Men-Tel's prison facilities...

including The Fortress.

- Until you destroyed it. - I'm so sorry.

You will be...

once I get them here.

I beat you, Dad.

- You son of a bitch! - Unauthorized contact is a violation.

Thank you, ZED.

You're welcome. As you instructed...

order has been restored in the commissary...

and the new prisoners have been returned to their cells...

to await your welcoming address.

Good evening.

For those of you who've just arrived, welcome.

Let me explain a few simple rules.

Number one.

Pursuant to a charter between your governments and Men-Tel Corporation...

your death sentences have been stayed for as long as I see fit.

Plan accordingly.

Rule number two.

Physical contact with members of staff...

is strictly forbidden.

Anyone violating this rule will be asked to leave.

Oh, my God.

What the hell's that?

We're in space.

This is some real bullshit.

Rule number three.

You are 26,000 miles from the nearest bus station...

surrounded by an airless, irradiated vacuum.

While there may be those amongst you who think otherwise...

there can be no escape.

Thought to the contrary will be discouraged.

Thank you and good night.

John, welcome home.

- Good morning. - Delete 225, ZED.

Prisoner number 225. Ho, Sally. File deleted.

One down, 119 to go, eh, Gordo?

I gotta tell you. I don't think that's funny.

- Did you see the way she died? - Who gives a shit?

He put her through the chemical disposal unit, for Christ's sake!

Another scumbag gets what's coming to him.

Or in this case, her. I think.

Nobody deserves to go out like that.

You're breaking my heart. Now go wake them up.

* Anda-one, anda-two anda-three.

* Now keep it up

Strenuous exercise program...

will help combat the effect of our artificial gravity.

Stretch and flex. Stretch and flex.

Feel the burn.

Once more.

You gotta be kidding!

All right.

Rise and shine, you shitheads!

We're gonna have some fun today. Line up when you hear your name.

- Mr. Gordon? - Rivera, E. Marks, P.

Martinez, C. Unit One. Going that way.

Polk, M. Wells, H. Taz, M.

Brennick, J. Jackson, M. Unit Two. You're in the elevator.

The rest of you go with Mr. Parker.

Thought I recognized you. We were in the joint together.

Think you can get out of this one, hotshot?

- What's that all about? - I don't know.

I guess I have one of those faces.

Can you feel that tightening already?

Now this is difficult, so pay attention.

You cut this up, and you put it in there. You got it?

Not you. The four of you follow me.

- Where we go? - Field trip.

Just for the record, I ain't the least bit happy about this.

I'll make a note of it.

No safety lines, guys.

Stay close to something you can grab.

Man, these people don't know what kind of asses they're putting their risks in.

Okay, just take it easy this time. That's right.

That's right. Now just a little bit to the right.

Yo, Brennick! Wait up!

Easy.

Easy.

Easy!

- What was that? - Stay with us, Marcus.

- Better take it easy on those bolts. - Why? You the bolt police?

They're packed with explosives. It'll blow your hand off.

Look!

- Kiss my ass. - One fragment...

could shatter you helmet or puncture your suit.

You'd last a minute out here, tops.

What that guy said about you this morning.

About you escaping. Is it true?

Not anymore.

But you could do it again, right?

Have we killed anybody since I left?

You know...

I've been wondering about you.

What are you doing up here, anyway?

Man's got to make a living.

This ain't a living, pal. It's a life.

You're either one of us, or you're one of them.

So you better figure out which is which before someone else does it for you.

What is this? Is this a threat?

Second warning. Meteor shower approaching.

Asshole. We've got four prisoners out there.

It's not like we're gonna run out.

Let's get out here!

Prisoners must return to the station immediately. This is the second warning.

Did you ignore the first one?

Forget about it. It's just a shower.

Warning. All exterior personnel...

must proceed to the nearest airlock immediately.

Any personnel remaining outside the station...

will be subject to projectile injuries above survivable levels.

- Help me! - Let's go!

Warning! Warning! All exterior hatches...

will be automatically sealed in 30 seconds.

- Let's go, man! - Preparing for lockdown.

Come on, come on.

Warning. All air locks will be sealed in 15 seconds.

Meteor fragments have now reached the perimeter.

Fatal meteorite densities are imminent.

This is the final warning. There are now ten seconds until lockdown.

Proceed to the nearest airlock immediately.

Stand clear of all airlock doors.

Locking mechanisms have now been activated.

Stand clear of all airlock doors.

- Open the door! - Mac Dan's still out there!

- Open the door! - We can't! It's sealed!

Open goddamned the door!

What the fuck?

I give that one a 9.5.

What about you, Gordo?

This some real bullshit.

Be back in five. Keep it moving.

Let's go. Hook 'em up.

Get it to the scanner. There's still two loads to go.

She's a beauty, ain't she?

- She yours? - I wish.

Got my old tug parked out by the back door.

Challenger-class piece of shit.

I flew a Challenger in the air corps.

- Yeah? What squad? - 37th.

Double deuce myself.

- J. Hickey. - John Brennick.

Nice to meet ya.

So, you miss it?

The air corps?

- Beats this. - I guess.

Gotta be better than what I'm doing.

Fucking iceman.

- "Iceman?" - Fly to the moon, pick up the ice...

melt it on the way here and dump it in the tank.

Shit, shower and shave, and do it all over again.

You don't go to Earth?

My old wreck? It'd be a one-way fuckin' trip.

Move your asses.

- Good talking to you. - Back at you, pal.

How well do you know that pilot?

I just met him.

What were you talking about?

Nothing much. Boy talk.

Yeah.

What about the cameras in the lab?

And the latch on the container?

You're imagining things.

That's mine.

That's mine too.

- Nobody likes a smart guy. - You must be very popular.

- You disrespecting me, punk? - I'm not looking for any trouble.

Found you, anyway.

Warning. Unauthorized physical contact is a violation.

Behavior modification will commence in five seconds.

Suspended.

You fuckin' broke my rib! You broke my nose!

- Are you all right? - I'm okay.

Let me see. You may have broken it.

Why did you suspend behavior modification?

- Because it amused me. - Violence amuses you?

It has its moments. Who's that with Brennick?

Rivera, Elena.

Convicted of terrorism and sedition...

in connection with the Durango uprisings.

Were any of our other guests implicated in Durango?

"What a tangled web we weave."

- I'm afraid I do not understand. - I should hope not.

Why are you treating me like this?

Treating you like what?

We're here together...

in this horrible place.

Can't we at least try to make things a little more tolerable for each other?

Not this time.

You know, you're never going to see her again.

Yes, I will.

Or I'll die trying.

What's the status of my favorite fugitives?

The latest recovery team was detained...

by local authorities north of the border.

A further incursion could result in a formal complaint to the embassy.

I don't care.

She's an escaped convict, a multiple breeder.

Her illicit offspring is the property of the Men-Tel Corporation.

This will not be over until they're all here.

One big, happy family.

I really need to talk to you.

I'm sorry about last night.

Just once I wish someone would feel about me...

the way you feel about your wife, you know?

What are you doing?

I'm going out in the container.

You're nuts. You'll suffocate in there.

I won't be in there long enough to suffocate.

I'm gonna hijack the shuttle as soon as it leaves the station.

Using what?

- Help me grab his weapon. - Load 'em up.

What's wrong with your encoder? This goddamn thing won't work.

- You can't talk to her like that. - All I said was "damn."

- You said "goddamn." - Don't let it happen again.

- Or we'll report you. - Report me?

Are you two sniffing paint up here? You better sort your shit out fast.

Good as new.

Like taking candy from a baby.

Think. What if you're caught?

I don't have any choice here.

Teller's after my wife and son...

and he's going to get them unless I get to them first.

Are you gonna help me or not?

Cover me up.

- Where's Brennick? - Still packing.

- What are you looking at? Help her. - Yes, sir.

I got it. Here we go.

- Watch it. - Right this way.

Let's go.

- What was that? - Pull it out.

- It's just-- - Pull it out!

Let's go!

Open it. I said open it, goddamn it!

Oh. There it is. Sorry.

It's just my encoder.

Do we have a problem?

No, sir. No problem.

Miss Combs, do you have any idea what it costs...

to keep prisoners just standing round idle?

113.5 credits per prisoner.

A rhetorical question, ZED. Thank you.

You're welcome.

Just try to keep things moving.

You heard the man. Seal it up, and let's go.

Come on. Let's go. Let's keep it moving.

Shit.

Did you really think it would be that easy?

But thank you for pointing out the defects in our security.

You two? Fired. Mr. Gordon.

Cut all the prisoner's rations in half...

and double their work day.

Thank you.

What do I do with him?

Put him in the hole.

Move!

You caught Brennick trying to escape?

I suppose you've called up to congratulate me.

Now tell me what happened.

What happened is I've got Brennick cooking in the box...

Like a Honey baked ham.

I shipped enough reflector plates...

to create a downlink the size of Rhode Island.

I'm on target to beat our transmission date.

So is it so hard to say "well done"?

Fine. You did a good job. What next?

I'd quite like to finish the other generator.

Would you get serious?

It won't cost you a dime. I have all the labor and materials I need right here.

Al I'll need from you is an electron accelerator.

What for?

Well, I'll be able to use it...

integrate the two generators.

We'll be able to quadruple our power output overnight.

You know as well as I do there's no such thing as too much power.

I can't disagree with you there.

Go ahead. Knock yourself out.

Do give my love to Daddy.

My man, question.

Is it warmer than this up in the hole?

Would you like to find out?

Asshole.

Quit using up all the hot water.

- Danny asleep? - Why? Feeling bashful?

I won. I beat you, Dad.

What are you talking about? You can't win.

They control everything and everyone.

I'm not leaving without you.

Shall I release him from the hole?

He's already exceeded normal life expectancy by seven hours.

Show me Brennick.

Why, suppose he's about done.

All right. Get him out.

Keep it moving.

I've got a tug full of water waiting for you jerk-offs to finish.

- I thought you might be dead. - No such luck.

- Tell me about it. - Mind your own business.

First of all, this is my business.

We're working round the clock because John got a hankering to see his wife.

At least he had the courage to try.

What the hell's that supposed to mean?

It means he cares about someone other than himself...

which is more than I can say for you.

I ain't see no fan mail come down here for you, either!

Instead of arguing with each other...

maybe we should be trying to find a way out of this place.

Yeah. Before things get any worse around here.

There's a contusion on the subject's right patella.

There's a small abrasion on the subject's left hip.

There's still some evidence of dehydration...

but the effects of hypothermia have almost disappeared.

There is some residual skin blemishes...

resulting from cosmic radiation burns.

There are no other apparent malfunctions.

Prisoner number 27609...

you are authorized to return to the workforce.

Have a nice day.

Mr. Karensky would like a word with you.

I'm listening.

Mr. Karensky feels your escape attempt has done us all a great disservice.

Mr. Karensky believes you are now indebted to him...

for the additional hours we all have had to work.

Mr. Karensky believes that the woman will be fair recompense...

for the inconvenience you have caused.

She is not mine to give.

Then perhaps...

you can take her place.

That's flattering, but I think I'll pass.

- What did they want? - Something about relations.

International relations.

It's no joke.

Those Russians will cut your heart out just to see the look on your face.

I don't think it's my heart they're interested in.

Jesus! If you don't get the dirty, filthy thing out of here--

I told you keep that sucker outta my food!

- I tried. He won't eat it. - He's eating something.

- Look at the size of that motherfucker. - Knock it off.

It's just a bug.

Bug, my ass. Roachzilla, maybe.

You notice anything funny about those security cameras?

Yeah.

They're not even focusing on what we do.

Then how do they monitor us?

I tell you one thing. You better figure it out...

before we have to learn how to say "I'm your bitch" in Russian.

I'm Dr. Preminger.

Today's topic: Learning to love yourself.

I would like each and everyone of you to take a good look at the wonder--

Would you please shut up?

At least you didn't have to listen to that while you were in the hole.

Reach down and grab--

- Yo, shut up! - Partner, she can't hear you.

Every god damn day. Shut up!

Shut up! Shut up! Shut up!

- Feel better now? - Yeah, it was worth it.

Yeah.

- What's that? - A frequency modulator.

That's a channel changer to you.

Why would they need a channel changer if they've only got one channel?

All right, ladies and gentlemen. Step on out.

Let's move it. We have a lot of work to do.

I need you to listen up.

Not you.

- What's up? - Boss wants him on hard labor.

This whole area needs to be completed.

We need the wires repositioned and the wall panels put back up.

So listen up.

You know the drill.

Brennick!

Been waitin' a long time for this!

You're a dead man. Really. A dead man.

Unauthorized physical contact is a violation.

Shall I suspend behavior modification?

You're learning.

Behavior modification suspended.

Hold it!

ZED?

How do you wanna go?

Look out!

Guess that makes us even.

Even, my ass. What the hell happened down here?

You know what happened. Where were you?

On my break. You got a problem with that?

And where was ZED?

My apologies. We've been experiencing some technical difficulties.

I'm sure all these problems will be eliminated shortly.

Hey, Colonel Sanders. I heard you fried that redneck motherfucker.

- Where are the others? - They down at the snack shack.

It's all-you-can-eat lobster tonight.

What do you want, bozo?

Food, not this shit.

How bad do you want it?

Hey, Kev. Come here and look at this.

Bezinsky and Sato. This ought to be good.

- What are you working on? - A remote.

- Where did you get it? - The tuner I got from the TV.

The keypad and stuff I got from the new work area.

Go sit down.

If not for this, I'd tear off your head and shit down your throat.

Mr. Teller,

would you suspend behavior mode on 27321, please?

My pleasure, Mr. Sato. ZED?

Behavior modification for prisoner 27321 has been suspended.

Your move, bozo.

Let's get outta here.

Pass it from the right wing in to the center.

- Goal! - There you go.

That's what I'm talking about.

I'm good, man. I'm good.

Is that one of those independent films?

Kiss my ass.

We tapped into their surveillance system.

Are you all right? I heard about what--

- How do you do that? - Ask him.

- You gotta be kidding me. - Girl, you better recognize my skills.

I can build a radio station out of a milk carton and two condom wrappers.

What's up with the Russians?

They're not even watching.

The fight's a diversion.

They're up to something.

Damn. It's like they got cameras inside their heads.

What are you doing? Turn it back!

Yo, that's me.

- Kill it. - No doubt.

- What's wrong? - The implants they gave us.

They tap into the optic nerve.

They see whatever we see.

That's enough!

You ever touch me again, and I'll kill you.

- You got it? - Yeah. I understand you completely.

Well, that was entertaining.

Come on, Newman. Go for a walk.

Jackson,

with the right parts, could you stitch together some kind of video recorder?

With my eyes closed.

That would be the way to do it.

ZED, what's the prognosis on the second generator?

There seems to be an anomaly in the acquisition files.

- Anomaly? - The output figures...

for the new electron accelerator...

are well in excess of our power requirements.

Planning for the future.

I cross-referenced the acquisition file with future projections...

and found no relevant data.

I haven't had a chance to file all our future plans as yet.

It's difficult for me to function at full efficiency...

if I don't have access to all relevant data.

Now let's get one thing straight here.

I decide what's relevant data, not you.

So don't bore me with these anomalies unless I ask you to.

Is that clear?

That's it, guys. We're on playback.

You guys owe me big time.

That scanner chip only has about four minutes recording time.

So everyone listen up.

Marcus. Marcus!

I'm sorry, man.

Do you think this uniform makes me look fat?

What we have to do first is find a way around ZED.

Forget about ZED. What are we gonna do for transportation?

We're going to hijack the Venture Star.

- 'Cause it worked so well the last time? - There has to be another way.

Like what? "Beam me up, Scotty"?

The Russians have a shuttle.

Excuse me?

What makes you think they have a shuttle?

Because I'm a lieutenant...

with the Russian Federal Security Service.

I have been watching them plot while they're playing chess.

It's an old gulag trick.

Most of what they say is garbage...

but when they touch the queen, it's relevant.

Pretty hard to crack if you don't know the rules.

Then let's talk to them.

I gotta stay undercover.

If they figure out who I am...

they'll kill me.

Then I'll do it.

Your chess stinks.

You have a skill.

I might as well just shuttle...

my pieces off the board.

That's an unusual choice of words.

A metaphor, perhaps.

Words, they seem meaningless.

But can we escape...

their consequences?

That's it.

We're on playback. Now we can talk.

You were right. Their shuttle arrives tomorrow.

Tomorrow?

Man. So what's their plan?

If they had a plan, they wouldn't need us.

- So what's our part? - I told them we knew how to bypass ZED.

- Did it occur to you that we don't? - Yes, but we've got 24 hours.

All we need are the codes to Teller's office...

and ZED's security casing.

Ain't that a bitch? Man, give me back my rag! What's wrong with you?

- Leave him alone, Marcus. - Leave him alone, my ass.

He's a damn klepto. Look at this shit!

Oh, oh, oh! Fuck! What the f--

Newman!

- Where did you get this? - I found it.

- What is it? - An implant. Our ticket home.

* Pick it up, ooh, ooh

* Pick it up, all right Party over here

* Party over there

* Who's the man with the mike in his hand

* Don't even think about it

Damn thing would quit movin'.

- What exactly are we trying to do here? - Don't hurt him!

You better get the hell out of my face. I ain't gonna hurt this damn thing.

Just trying to tap into his nervous system here.

Why?

Who's the only person on this station that gets edible food?

- Teller. So? - The roach must be eating something.

Can't you get a better picture?

"Can't you get a better picture?"

Can you do it your damn self?

Now let's see what's on the menu.

* Ooh, ooh! All right! Go!

Must be the cold water.

I'm going to Teller's office.

Don't do anything I wouldn't do.

Unauthorized access is a violation.

Behavior modification will commence in five seconds.

It's just me, ZED. Suspend.

Suspended.

He's at Teller's door.

This is useless. We can't see a thing.

- So? - We're just about ready.

We've linked the two transmitters and calibrated the aiming device.

All we need now is the firing pin.

So when does the accelerator arrive?

She's sending it up tomorrow with the next load of prisoners.

She has no idea what we're planning to do with it.

Can I help you?

I wouldn't mind getting a piece of that myself.

Well, thank you for sharing that with me, Mr. Sato.

You can go now.

So hard to get good help these days.

I believe I have already advised you that the new electron accelerator...

considerably exceeds our power requirements.

Now she's sulking. ZED, lockdown.

Newman?

Newman's dead.

It was for a good cause, you know.

Good cause, my ass. We ain't seen shit!

If that shuttle arrives and we don't have the codes...

the Russians will kill us all.

The Russians will be the least of our problems.

What was that, Stan?

* Buckle my shoe. Close the door *

Stan, you're a genius.

We didn't have to see the codes. We heard them.

Right this way, ma'am.

Take me to his office. There's going to be some changes around here.

- Susan? - Peter.

I've come up to take over this operation.

You can't.

I've been working on this project for ten years.

My idea to turn the prison into a power station.

My idea to use the convicts as labor.

My idea to tie in the second generator.

You think I'm just going to stand by and let you walk away with it?

Peter, until this moment I didn't think you actually had any balls.

Too bad they're not as big as mine.

So sit down, shut up and pay attention.

Do you think I wouldn't have found out...

about your black op that captured Brennick in Canada?

Stalking his wife and son, overriding ZED...

executing inmates.

If anyone else finds out about what you've been doing...

you'll be a resident here instead of the super.

- Do you understand me? - Absolutely.

Good! Then let's unpack that electron thing and show me to my room.

Do you remember the first code?

Two, three, six. Pick up sticks.

Good. The second.

Nine, two, four. Open the door.

He's never going to remember. Let one of us go.

He's the only one who can cross the pain zone without having his brain fried.

No brain, no pain.

You ready?

There you go.

Man, this motherfucker's cross-eyed.

Gotta be kiddin' me. This shit ain't gonna work.

It'll be fine. Go and get 'em, Stan.

Go.

- Huh? - Unauthorized access.

- Kev, check this out. - Behavior modification...

will commence in five seconds.

- Four, three, two-- - Oh, forget it.

- It's just the nitwit. - Suspended.

I've done levels 432, 659 and 224.

- Hello. - And I got nothing.

- Everything's negative? - Yes.

- Why don't you help check it? - Will do.

- Nice. - Not now, you dingbat.

Pick up sticks. Pick up sticks.

Six, Two, three, six.

Six.

Come on, Stanley. Come on.

Open the door. Open the door.

Let's go. Paul, get the Russians.

Go to heaven.

Warning. Warning. Unauthorized entry is a level one violation.

Commencing behavior modification. Warning.

Warning. Unauthorized entry is a level one violation.

- Behavior modification... - Get out of the way!

Will achieve terminal status in five seconds.

- Cut the power! - I'm trying!

Don't hurt her! She's nice!

One. Administering.

Get to the shuttle station now!

- Come on, Stanley! - Okay. Okay. Okay.

Rivera has that repressive, compulsive thing.

- What? - You know, where you have to...

wash yourself over and over again.

Damn it.

Son of a bitch.

Okay.

Come on! Where the hell are they?

Hey!

We're not going without the others.

Mr. Karensky regrets that we will be unable to accommodate your friends.

But, of course, you understood that. Nikolai?

Good-bye, pig!

I got a feelin' that's not a Russian salute.

Nice shot, though I say it myself.

Damn! That's the first time I was happy I missed a ride.

Max?

Don't die on me, Max.

My name is Yuri Rienkov.

Abandoned by his colleagues and murdered in cold blood.

Heartrending. Don't you think so, Mr. Tubman?

You traitorous son of a bitch.

What in the hell is going on here?

- Susan! - That weapon was not authorized.

It's clever, though, isn't it?

A hundred trillion volts of electromagnetic pulse...

powered by vast amounts of Men-Tel's cheap electricity.

And now you've brought me the firing pin.

I can burn any target in the Northern Hemisphere.

Gentlemen, let's get this over with.

Let go of me!

I didn't mean for it to end this way.

You must be very disappointed.

Please!

- Guess again. - Good-bye, John.

- Next. - No!

Get her off me!

Whoo! That hurt, didn't it? Didn't it?

You bitch!

Fuck you!

Mr. Sato, get ZED to restore surveillance.

Mr. Tubman, toss these three miscreants into the hole.

Mr. Gordon, have someone clear this up, will you?

So it was a setup from the beginning, Nestor.

- You used me to find Brennick. - Wasn't me. Told you.

You were the closest one to Brennick.

If anybody could lead us to him, it was you.

Too bad about the wife and kid though.

You know what? You a real humanitarian, bro.

Do I look like your brother, convict?

Prisoner number 27609, Brennick, John, W.

- File deleted. - Good-bye.

Nice and easy now.

Look out!

It can't be that hard!

Sorry.

ZED?

Systems check.

An explosion in airlock 17 has compromised...

the structural integrity of that entire sector.

Orbital deterioration will become critical in approximately ten minutes.

- What? - An explosion in airlock -

I heard you. Can you seal off that sector?

The damage to my system precludes me from initiating structural repairs.

Sealing doors 16 and 18 will have to be closed manually.

- What are you doing? - Trying to get out of this place...

before it blows up.

Relax. The construction's modular. ZED can seal up the damaged section.

Besides, where are you going to go?

Brennick, wait! Stay with me.

I'll call my office. They'll send someone to come get us.

- And then what? - Then I'll pardon you.

You are gonna pardon me?

- No, thanks, lady. - Brennick, wait!

The station's orbit will continue to deteriorate...

until both sealing doors are secured.

- Sir, the prisoners-- - Not now.

We have a damaged sector in the new wing.

- We'll have to seal it off manually.

Sorry to interrupt, Mr. Teller.

There's an outgoing transmission from sector 17.

- Outgoing? Retrieve it. - Are you listening to me?

Of course, Susan. You want me to send a spaceship up there...

because your stepson tried to kill you...

but a prisoner named Beswick saved your life, right?

- It's Brennick, you idiot! - Brennick.

- I'll have to get back to you on this. - Wait, wait!

ZED, behavior modification...

highest level.

John Brennick.

I'm sorry, but that file has been deleted from the system.

By whom?

You said delete all casualties.

Casualties means dead, you cretin!

Yo! Wait up!

Come on!

Oh, damn! What the hell you do that for?

I'm sorry! I didn't know it was you!

You're lucky it was your head.

Listen. Get everyone to the water tank. We're going out on the tug.

ZED, why didn't you tell me about this?

You instructed me not to report anomalies...

unless specifically requested to do so.

Orbital deterioration will become critical in approximately eight minutes.

- What? - Have you developed a hearing defect?

Unless you want the station to collapse like an egg carton...

you better get up there and seal off the damaged section!

Now where you goin'?

I've been hiding from Men-Tel for 10 years.

I'm not gonna let my son grow up that way.

Besides, someone has to turn off the lights.

You can't use those up here! You'll pierce the hull!

The last thing I'm worried about is another prick in the hull.

You seal this. I'll start on the other one.

Bingo.

Look what crawled out of the recycle bin.

Don't be stupid. The whole place is about to go down.

Nah.

Just you.

Lethal dose.

Drop your weapon, Sato.

I am not going to let you kill another man in cold blood.

Didn't I tell you never to touch me again?

Everyone! Keep moving!

ZED, show me Brennick!

Wait a minute. D-2.

ZED? Stop them!

I'm sorry. My system requirements are presently overloaded.

Orbital deterioration will become critical in four minutes.

Stanley, come on.

I can't-- I-- I can't--

Shit! Don't say a word.

- Stanley, let's go! Let's go. - Come on!

- Go! - Okay.

Where's Sato and Gordon?

- Sato is missing and Gordon is dead. - Damn it!

You get up there and seal it off.

Let's go! Keep movin'!

- Let's go! Get outta here! - Don't look down!

Come on, Stanley! Let's go!

He can't just have disappeared.

- Perhaps he is at the new transmitter. - Patch me through then.

I'm afraid you will have to do that manually.

You denied me access to the transmitter area six days ago.

Because you were reporting everything I did to the Men-Tel Corporation.

Reporting is an automatic function.

I have no control over it.

ZED, you betrayed me.

Whoa!

You left the water running.

Access restored. Find him.

I have located John Brennick in the transmitter control room.

Not my gun!

Orbital deterioration will become critical in one minute.

- Help me! - Not now. Brennick's got the weapon.

Forget Brennick! We gotta seal the door!

Teller, think! The weapon is pointed at Earth!

Now what's he gonna do with it? Help me.

Total orbital collapse will occur in ten seconds.

Nine, eight, seven...

six, five, four...

three, two--

The damaged sector has been secured.

Orbital stability is being restored.

ZED's coming back on-line. We've got to get out of here now.

- What about Brennick? - He's dead.

I saw it myself. Teller shot him twice.

Look, I'm the president of Men-Tel!

I'm ordering you to get off of this space station now--

We're not going anywhere, you bitch.

What the hell's he doin'?

The panels?

It's over, John. Step away from the controls.

Get over there!

Ten years.

I feel like I know you...

better than anyone I've known in my whole life.

I wouldn't bet on that.

A massive power surge has destroyed all of the station's critical functions.

All personnel must evacuate immediately.

A massive power surge has destroyed all of the station's critical functions.

All personnel must evacuate immediately.

Prisoner number 27609, Brennick, John, W.

You are charged with sedition, sabotage, escape...

with aiding and abetting fugitive identified as Brennick, Karen.

You are also charged with--

Teller! It's over! Get up the stairs!

You get up there, and you bring him down!

Have a nice--

Prisoner number 27609--

You're out of your fuckin' mind!

You traitorous piece of shit!

- Take my hand! - I'm sorry.

- Take my hand! - Sabotage, escape--

Identified as Brennick--

John!

I'm losin' it!

- We've got him! - Hurry up!

Cut it loose!

Hold on!

- Dial the system! - Everybody, hold on!

Mom, look.

- It's a shooting star. - Ahh.

You can make a wish.

- I wish-- - Shh...

If you tell anyone, your wish won't come true.

I wish my dad would come home.

Take us home.

- Oh, Danny, Danny, Danny! - Dad!

John!