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Hey, I thought we were
gonna play ball!

Come on!
Come on!

Stay, Bo-Jay.

Hey, Mr. Higgins.

You boys see somethin'
come down around here

About ten minutes ago?

Yeah, it's back in the
woods, in the clearing.

It's really incredible.

Come on, you have to
come see it.

It's just through here.

♪♪♪

Sam, great to see you.
How you been?

Jarvis, good to see you.

- This is doctor sefton.
- Mary. Hi.

Sam. Hi.

What the hell's he doing here?

This Is Important, Sam.

Sorry about the short notice.

No problem.
They have their ids?

So I'm a Cavanaugh now.
We're tourists.

If anyone asks, I'm
Charles Cavanaugh.

Dr. Sefton
is your sister.

My sister?

Of whom you are extremely fond,
in a clean-Cut, healthy,

All-American sort of way.

So where's my sister
been all my life?

Dr. Sefton is on loan
to us from NASA.

Jarvis, get the trunk
for me, will ya?

Since when did the office
start drafting civilians?

All you need to know for
now is that in the scheme

Of things, she is much more
valuable to us than you are.

And I take it you're
as valuable as ever.

Naturally.

So, if the two of you
are being shot at,

Which bullet do I take?

You must try for both,
of course.

So tell me, Charles, what's
so important to drag

You out of your office
and into the field?

Something unusual was
reported entering

Our atmosphere last night.

One of our keyhole satellites
picked this up.

You wanna give me a hint?

See the little blur in
the upper left-Hand corner?

Yeah, the analysts speculate
that that's where the U.F.O.

May have landed.

That's all we have?

We immediately sent in two
agents: Dietman and truly.

They have failed to
report back, and we have

Not been able to contact them.

Peripheral reports?

Well, the usual
ground sightings.

Reports of a landing.

And then a local TV station
sent in a mobile unit

To do a spot-Cast.

And they reported that,
indeed, a U.F.O. Had landed.

An hour later
they changed their tune.

Claimed that it was a
hoax, a fraud perpetrated

By a couple of farm boys who
had built this spaceship.

Nice sign.

Olly-Olly-Oxen Free!

That'S Not Fair!

You go ahead, I'll catch up.
Okay.

So tell me, Mary, what
exactly do you do for NASA?

My specialty's exobiology.

Exobiology?
Mm-Hmm.

It's a study of what alien life
forms might be like.

You actually make
a living at that?

Mmm. Seems Like Lt'D
Be Mostly Guesswork.

We had a joke in school that
ours was the only science

That didn't have
a subject matter.

Huh. So you people
are with the office

Of scientific intelligence?

Is that right?
Yeah.

'Til two days ago, I
hadn't even heard of it.

No, you wouldn't have.

Our existence isn't
public knowledge.

Eisenhower started
o-Sci back in '59.

Technically, we're
an offshoot of the c.I.A.,

But the old man runs it like
his own private dictatorship.

Pay for this, will you, Sam?
Sure, Charles.

Three for the, uh,
flying saucer.

What do you hear, Sam?

No birds.
Hmm.

Right.

No birds.

Why spend all your money--
He's old enough

To make his own decisions.

Yeah, Hold This.

Straight enough?

Be Right With Ya!

Okay!

We'Ve Traveled A Long Way.

Yeah, yeah, there you go.

Care to see inside, sir?
Only a buck more.

Well, that's a bargain,
isn't it?

- Let's have a look, shall we?
- Sure. Hi.

Let's see. Three dollars.
There you go.

So, How Much

Have you made so far?

About 320.

I'll go first.

Thanks.

Could you help me here?
Thanks.

Thank you.

Let's go, lady.

I'm tryin' to run
a business here.

Don't risk it, Mary.
It doesn't look safe.

Of course it is.

We've been takin' people
through all day.

Well, she balked
at the pirates

Of the Caribbean, so--

Come on.

You know what?
Keep the money, guys. We're

Running late. Come on, Mary.

Come on.
Thanks, guys.

Well, Charles?
Wait a minute, wait a minute.

Mary?

I couldn't see
anything down there,

But there was definitely
something strange going on.

Look, what about
the burn marks?

The burn marks were real.

Something landed there.

Something landed there,
but not that thing.

So why that thing, hmm?
Why the cover-Up?

Go on, Mary.

There was something
odd about those boys.

Same with the man at the gate
and the one in the woods.

What,

Precisely? All right, look, I
know this doesn't necessarily

Qualify as scientific
evidence, but a woman is used

To a certain response from
men when we meet them;

And from those boys,
I didn't even get

The automatic--
Like when I was

Introduced to Sam,
he did this.

I did not do that.

Based on what I was doing
with my blouse,

They should've tried to look
down my top, something.

They wouldn't have had
to try very hard. Sam.

We're going to go to
the TV station that

Broadcast those
conflicting reports.

Try something, and let
me know if you get

The same reaction, all right?

Yes, sir.
Let's go.

Did I really do that
when we first met?

You're still doing it.

Jarvis, stay by the car.

All right, I'll keep
it up there.

I'll be waiting for you.

That's fine.

The f.C.C. Does not take
misrepresentation lightly,

Mr. Barnes.

We made an explanation over
the air, Mr. Cavanaugh.

What else do you want?

We fell victim
to a practical joke.

It was a mistake.
We're only human, after all.

Damn. Can I borrow
your pen?

Well, I've seen the site,

And I find it difficult
to imagine that a couple

Of farm boys could've pulled
off a hoax like that

On their own.

Are you implying that
my station was in on it?

Be realistic.

- Hold it!
- Uhh!

He's still moving.

- Oh, my god.
- Well, well, well.

- What the hell is that?
- Our visitor, I presume.

Careful.

No, Sam!
I want to take it back.

Give me that case.

Thank you for your
cooperation, Mr. Barnes.

We will be in touch
with you just as soon

As I have completed
the investigation.

They're on their way
right now.

Let's go, Sam.

Oh. Sorry.

Zoom in, one.
This way.

Camera three, pull out.

What are these people doing--

Billy, they're coming through.
Stop them, Billy.

Let'S Start With

What you should do
in an emergency.

If you can stay calm,
those around you

Will react calmer, especially
if you have children.

Once you are calm, then you
can put a plan into place.

Can I see some I.D.,
Please, sir?

Sam, you drive.
Jarvis, get in the car!

Get away from the car,
officer.

Get in the car.

He's on the car!

Get off!

- Get him off!

- Whoa!

- Sam, get him off!

" Sam!

It's the kid from
the spaceship!

Get him off the car!

Jarvis!

Jarvis!

Help him!

Oh, my god!

Sam, are you all right?

Yeah, I'm all right.
Good.

Make Sure Langley

Understands that it is
crucial that we stop this

Before it can spread
any further.

I want that town
sealed up completely.

Put up a perimeter,
roadblocks--

You can't use local
police because they

Have been compromised.

Right? Now, the troops
that you do send in

Should be ordered to
put up a challenge

And respond at 100 yards,

And put a bullet through
anyone who comes

Closer than 50 yards.

Now, get Holland to take
a hazard response team

And investigate
the landing site.

There is no time to
waste. Mary.

Thanks. Sure.

They should exercise
extreme caution,

But I want to know everything.

Wasn't supposed to
happen like this.

What wasn't?

First contact.

What'd you expect, E.T.?

No, but it would've been nice.

I never really liked
that little troll.

Look. He's in his element now.

He's only really happy
during a crisis.

Yeah. Alive.

A little tense
between you two, huh?

Yeah, well,
he's my father.

♪♪♪

Wow. This is incredible.

Graves.
Quite incredible.

There will be plenty of time
for amazement later.

Right now
I urgently need facts.

Okay, here's one:
It's dead.

Are you sure?
Huh?

No, uh, body heat, no
electrical activity,

And no movement.

My Guess Is, If We Vented
The Chamber, Lt'D Be

Pretty ripe in there.

We gave it quite a jolt
of electrical current.

Probably vascular collapse,
although most parasites,

When they're separated--

Dr. Sefton will define what
we're dealing with here.

All right, how do you
wanna handle this?

Well, we need to know how
the creature is able

To interface with the
human nervous system.

I Think Lt'D Be Best
If We Split Into Teams,

Each one focusing on
a different aspect

Of the alien:

Biochemistry, physiology,
reproduction.

Mm-Hmm.
Endocrinology.

Wait a minute.

We need to know--
What we need to know

Is who we're fighting
and how to fight them.

Is that clear
to both of you?

Now, it's 1:00.
In two hours,

I'm calling a meeting
at the office.

Make sure you have something
for me by then.

Brad.
Cover.

Okay, Jim, tape this,
and get a water sample.

I'll be damned.

You want me to wait?

Hey, man, I wouldn't
do that to you.

Hey!

Any trouble in Iowa?
Not like you people had.

I heard you had to take
a couple of people out.

These weren't people.
Not anymore.

You shoot, they just
keep on comin'.

- Any word on
dietman and truly?

Anyone told
their wives yet?

Not yet.
Hmm.

SO WHAT ARE WE

Lookin' at here?

It looked like something
organic had eaten its way

Down into the earth
below the water table.

Now, whatever it was hiding
in that fake saucer was moved.

All that was left was a
hole filled with water.

What's your guess?

How many of those things
could've been in that hole?

Well, based on the
size of the cavity,

Could've been thousands.

Now, I don't know if this
counts for anything, but

That kid said that 320 people
had gone through that ship

When we were there.

That was about
11 hours ago.

What's the population
of ambrose?

10,001.

All Right, Mary, Let'S Go.

Okay.

Please keep in mind
we were a little rushed.

Here's the creature,
with an incision along

Its ventral surface.

And the first thing
that stands out

Is the structural complexity
of its neocortex.

In a human, brain tissue
accounts for about 5 percent

Of total body mass,
but in this creature--

And here's the brain
tissue here--

It accounts for about
60 percent.

This black tentacle, which we
saw jet across Barnes' office,

Contains a probe which seems to
act as some sort of interface

Between the creature
and its host.

The probe
penetrates the brain,

While these hooks,
here and here,

Lock into
the spinal column.

Together they override
the human nervous system.

Now, wait, are you saying
that these, uh, slugs

Are using us
like puppets?

Exactly.
You didn't mention

Whether the creature
has eyes--Does it?

We haven't been able to
locate any sensory organs.

- Anything else?

- You know what's really
interesting is that we found

Human d.N.A. And protein
inside the creature,

Which means they're able to
adapt themselves to whatever

Life form they're riding on;

Which means, we breathe oxygen,
so they breathe oxygen.

- The two systems merge.

- That's a potential weakness.
Can't we exploit it?

What affects the host might
also affect the parasite.

The trick is to find something
they're vulnerable to

And we're not.

Now, the people that
were being ridden,

They seemed stronger
than normal.

Yes, we think that they
boost adrenalin production

Into their host, kind of
like injecting nitro

Into a car's fuel line to
make the car run faster,

But the engine will
burn out sooner.

It's, uh, really quite
a remarkable organism.

It's, uh, much more efficient
than anything we have

Here on earth.

If you just look how elegant
the cartilaginous structure is,

It's just incredible.

It doesn't use hemoglobin
in oxygen transport.

It uses
a chlorophyll derivative.

Jeez, graves.

I mean, he sounds like he
wants to fuck the thing.

Shut Up, Holland.

Dr. Sefton, do you have any
idea how we should proceed?

Well, sir, this was just
a preliminary postmortem--

When did you
quit smoking, Jarvis?

Must've left them
in the car.

- Stop him!

- Alex.

Jarvis!

Christ, he's got one on him!

Security!

Alex! Go upstairs!

Secure the exit!
Bonnie, code 334, main gate.

Main gate.
Come on, upstairs!

Ah!

Alex!

Where is it?
I don't know.

Harris, get him outta here.

Sam?
We got him!

My guess is that thing
must've jumped onto

Whoever it ran into.

Put your gun down,
Sam, slowly,

And take off your shirt.

Thank you.

Well, let's find it.
Search everybody.

All right, everyone's
accounted for.

One of the alien--
This was on Jarvis.

It contains every
emergency contingency

That we've drawn up
dealing with this

Type of crisis since '59.

One of the alien life forms
is loose in the building.

We have to presume that
it's riding on the back

Of one of us.

Sam, show them
your back.

Sam is clean.
Mary.

Holland, gorman,
miss Haines, everybody.

Miss Haines.
Everybody.

What about you, sir?

Yeah, she's right.
You're not exempt.

Stop Her! Sam!

She's headed into the east
wing! Come on!

Miss Haines!

Miss Haines!
Miss Haines!

Come back here!

They're down in the kitchen!
All right!

I got your backup!

Damn! I Lost It!

Forget it, forget it.
I lost it.

It was too quick.
It went up through there.

I want that thing
found tonight.

- Turn this building
upside down, but find it!

- Miss Haines?

Sam, go get yourself
cleaned up.

I want every second of
Jarvis' time accounted for.

I want to know everything he
was up to since we left Iowa.

Go get a medic,
will you?

Oh, God.

He's been like this
since you brought him in.

In many ways, he's exhibiting
classic withdrawal symptoms,

Much like you'd find
in a drug addict.

Are You Saying He Was

Actually addicted to
having that thing on him?

No, he's saying that
the presence of the thing

Satisfies some need or other.

Thanks, doc.

Jarvis is cold Turkey, and
miss Haines is in a coma.

Are all of the victims
gonna react this way?

How would you react, Holland?

One moment you have
this huge brain,

The next moment you
don't; Just think of it.

The job would be a hell of
a lot easier if they had

A live specimen to work with.

What do you think
these things are?

Let'S Have A Look.

Wow. They almost look
like antennae.

- What are they receiving?

- Or transmitting,
for that matter.

Radar, maybe, or
sonar signals, like bats.

You think maybe that's how
the, uh, aliens are able

To recognize each other?

Spare change?

Uh, Yeah?

You the manager
of the building?

Yeah. Can I help you?

Need to get inside the
apartment of Neil Jarvis.

Uh yeah, sure.

Just a second.
Be right with you.

- Do you have a crowbar?
- No, I got the keys.

Up this way.

Anybody Here?

Hello?

These arrived this morning
for Mr. Jarvis. I, uh--

I let the delivery people in.
Gimme a hand here.

Uh, yeah, sure.

Huh. Iowa.

Wonder what that's
all about?

What the hell
are those things?

Back Here In Washington,

The president's
scheduled appearance at

The digital age conference

Has drawn harsh criticism
from senator Allen,

Who categorized the visit
as blatant grandstanding.

Make Sure The Magnetometer'S

Cranked up early.

We don't want any delays.

Has headquarters given us the
name of our post standards yet?

Yes, sir. All agents confirm
post assignments, please.

Gonna need more agents
on that balcony

And all along this perimeter.
Okay.

Sam.

Long time no see.

Good to see you too, Bruce.
This is Evan Greenberg,

One of my agents.

How are you, Evan?

So, what brings you down here?

I understand the president
is scheduled to make

An appearance here later today.

Yeah, if everything
goes as planned.

Well, there's a situation
developing that I think

You need to know about.

Can we talk in private?

Yeah.

Come on.

Okay, now, Sam,
what's this all about?

Aaah!

What the hell are you doing?

Please Take Your Seats

In the main theater.

The opening session of the
conference is about to begin.

Good to see you.

Welcome, Mr. President.
Right this way.

Get him. Alpha one,
he's headed your way.

Why don't you watch
where you're going--

Hey!

Bruce, you wanna tell me what's
happening here, please?

Clear?

That'S It.

Yeah, he's dead.

Are you all right, sir?

Andrew.

What in god's name
is going on?

That's him! Here!

Stop! Hold it!
Stop!

Hit Him Again!

Watch out!

Hold up.

Jesus, That Was Close.

You think he would've shot me?

Of course he would have.

Get him to the lab.

Sixth Degree--It'S Dilating.

Coming back with
d.N.A. Analysis.

What Does All This Mean?

Uh, top line is Sam's heart
rate, bottom is the alien's.

They'Re Identical.

Brain waves too.

Their nervous systems
are linked.

Pulse is 120. Blood
pressure, 140 over 90.

Temperature, 103.

Creatures running him hot.

Could you move the
fluoroscope over to

The right profile, please?

What's this?

Some kind of
electromagnetic signal.

We thought it was just
background interference,

But it's coming
from the parasite.

- You were right, then.
Radar.

- Yeah.

- Let me hear it.
- It's too high a frequency.

Wake him up.
I'm going in there.

Sir, I don't think
that's a good idea;

I don't think it's
safe in there.

It's Sam, Lawrence.

Hmm.

Sir. It's all right.
Wake him up, Jim.

Bring me that stool.

Sam.

Sam, can you hear me?

Sam isn't here anymore,
Andrew.

You know me.
And your dead wife.

And Mary.

You wouldn't believe
the fantasies my host

Has about you, Mary.

Would you like me to
tell them to you?

We Would Not.

I will ask the questions,
and if you do not cooperate

I'll administer electric
shocks, and you will die.

Then I will stop the
heart of this host,

And it will die.

Get him back!

He's gone flat-Line!

Two Ccs Of Epinephrine!

TWO CCs OF EPINEPHRINE,
STAT! I.V.

It'S Back!

He's back, he's back.
Hold that epinephrine.

All right.
Amazing.

My god,
it has total control.

Sam, why have they come here?
What do they want?

Sam?

I warned you.

- Shock him!

Ohh!

Sam?

Sam?

Oh, Jesus!
Sam!

Sam.

I acknowledge you can hurt me,
but each shock you administer

Shortens your son's life.

Do you understand?

Of course I understand.

Now you answer me.

Why are you here?

Our previous hosts
ceased to be useful.

You're stronger than they were;
You will last longer.

All Right.

How many are you?

One.

Sir, there may be
semantic differences.

Its concept of personal
identity may be

Different from ours.

No.

No. How many are you?

One.

Sam, do you have any idea
how many of them there are?

It was thinking "one."

It doesn't know why you keep--

Always giving orders,
aren't you, Andrew?

Always telling people
how to run their lives.

Maybe that's why
you're so lonely.

Did you ever think of that?

Maybe that's why your son
resents you so much.

You won't be lonely
when you're one of us;

No one will be.

- For god's sakes, tell
us what you want.

- Peace.

Say good-Bye
to your son, Andrew.

Sam.

OH, Jesus, IT'S KILLING HIM.

- Get it off him!
Get it off!

Sam!

It's gone.

Welcome back.

I'm sorry you had to
go through that, son.

Those things I said, dad--
It wasn't me talking.

Come on.

Do you remember
what happened?

I was aware
the whole time.

I was conscious of
what I was doing,

What was happening to me,
but-- It was like having

One of those dreams
where you're paralyzed.

I mean, no matter how much
I tried to move or scream,

I just couldn't.

It had total control
over me.

It's like an open
book to them.

They could read everything
that was in my mind--

My thoughts, my fears,
my memories, everything.

Did they have thoughts?

I remember something
about their ship.

It wasn't a ship, though.
It was a--

A nerve center,

A hive.

Have to get back to it.

I have to share information
with the others.

You know where it is?

Do you?

No, I'm, I'm not sure where,
but--

Get some rest.
Get some rest.

Let me know as soon as you can
when I can try again.

Say good-Bye
to your son, Andrew.

Ah, that's enough of
that. Take it off.

Sir, the parasites
run their hosts

At a body temperature
higher than normal,

Which gives them an
identifiable heat signature.

And we have been able to
track that identifiable

Heat signature through thermal
imaging from satellite sweeps

And R.P.B.
Reconnaissance flights.

Run the I.P.V. Recording.

Now, this is ambrose,

And those red areas
are creature-Controlled.

Give me maximum
magnification here,

Will you, please.

I want to show you
something.

Now, these are human
beings with creatures

On their backs.

- What's the green dot?

- That is a human being
without a creature.

He's surrounded by
parasite-Controlled hosts.

And now he too has
a parasite on his back.

I Won'T!

I'm not coming!

I'm Sorry, Dad.

I'm sorry!

Get him off me!
Just get off of me!

Come on, now.

It's okay.
It's okay, Sam.

It's okay.
Okay, Sam.

Get it off me!

Okay, it's off you.
It's not on you anymore.

It's not on you anymore.
Okay?

Okay? You're okay.
You're okay.

I still--I still feel it.

It's gone. It's gone.

Shh. Shh.
Okay. Okay. Shh.

Okay, okay.
Shh. Shh.

You're all right.
You're all right.

Have we been in contact
with the governor?

What about the Iowa
national guard?

No, there's no point, sir.

Those troops will have
been infiltrated;

You have to go in on
a federal level.

Our Nearest Troops Are The
1st Infantry Division

Out of fort Riley.

How quickly
can we move on this?

We can have a rapid response
tactic force in place

Within 12 hours.

I recommend, sir, we go in
at night to take advantage

Of the thermal imaging.

Do it.

♪♪♪

Wait!
I see something.

♪♪♪

Move Out!

Let's go.

Let's go, let's go.

Come on.
Comin' through.

Oh, shit.

General, What'S This?

This is
a thermal image feed.

It's from lieutenant Abbey's
unit, sir.

Shoot 'Em! Kill 'Em!

They'Re Just Kids.

They're using children?

Shoot 'Em Anyway!

We cannot think of them
any longer as children;

They are the enemy.

Move, Move, Move!

General? They're here
to see you, sir.

Put 'em in the office.
I'll be in in a minute.

This way, men.

2-5-5-1.

Very good, sir.

We've lost satellite linkup,
but we have Lt. Abbey on audio.

Situation's under control now.

We'll be bringing the children
into the holding area

Shortly, then moving
on to sector seven.

Thank you, gentlemen.
So far, so good.

What's goin' on here?

Captain earley, sir,
Iowa national guard,

Camp dodge.

We're here to provide
back-Up support.

I didn't hear anything
about you people

Being called in here.

Get me Washington
on the line.

I'd rather you didn't.

So Did You Find

A way to kill these things?

No, Not Yet.

We're trying everything.

Different bacteria,
viruses, radiation.

But so far, we've found nothing
that doesn't kill the host.

See the one looking at us?

He's wearing the slug
we took off you.

He's just been sittin'
like that for hours.

Yeah, They Were Merging.

It's how they communicate
with each other.

Oh, Yeah?

They exchange
chemical signatures.

We're ready, Dr. Graves.

We should've thought of that.

Ants communicate
in the same way.

Where'd you get
the second parasite?

Just watch.

We set up a keyboard in there
in case they want to talk to us.

Vargas, note the time.

Does the old man
know about this?

We wanted to make sure.
Here we go again.

This Is How They Reproduce.

Second adult parasite
in minutes.

Vargas, get the old
man on the line.

Watch What They Do

To the little one.

The new one knows me.

I've got general Morgan
reporting in.

Andrew nivens here,
general.

How is it going
down there?

It Was Touch And Go

For a while there, but we
think the worst is over.

It's your son.
Hang on, Sam.

We've got 70% of the area
contained, and we've been able

To keep casualties fairly low.

Thank you, sir.

Would you take off
your shirt, please,

And turn your back
to the camera?

- Is this a joke?

- No, it's not a joke.
Take off your shirt.

I don't take my orders
from you, sir.

Order him to take
off his shirt.

Sam, go on.

I'm sorry, general.

Would you humor us for
a moment, please?

God.

There's no signal coming in.

All right, what's going on?

Andrew?

The transmission
isn't lost, sir.

The transmission has been cut
off because general Morgan

Has been taken, and we can
assume that his troops

Are now our enemy.

We've been getting reports from
all over that the situation

Has been contained.

The reports are faked.
We're being manipulated.

I have just been told

That their numbers
are increasing

Infinitely more than
we had anticipated.

We've lost a town, sir.
Now we've lost an army.

They're capable of transmitting
not just intelligence,

But memory from one body to
the next just by coming

Into physical contact
with one another.

And the new one knew Sam just
as if it had been the one

Riding on his back?

Yes.

How long does it
take the creature

To prepare for division?

Twelve hours.

So, let's assume we started
with a thousand of them.

Now, we'll be conservative.

That's, uh, one day,
four thousand.

Two days, 16 thousand.

In two weeks, there would be--
More than 250 billion.

Yo U okay?

I don't know why
your father picked me.

I'm not gonna be able
to find the answer.

Mary, wait.

He knows what he's doing.
You'll find something.

No, Mary, you will.

Thanks, Sam.

He's given everyone a few hours
off to recuperate.

I don't have time to
go back to the hotel;

I'm just gonna go
back to the lab.

No, wait.

Look, I just live
a few blocks from here.

Okay.

♪♪♪

That wasn't very friendly.

I wouldn't take it personally.
He's kind of a prima Donna.

How about if
I make a fire?

That'd be great.

Is that okay for him
to go out like that?

Oh, yeah, yeah.

He comes and goes.

Is this your mom?
Yeah.

She's pretty.

She died about a year after
that picture was taken.

And what was it like
growing up with him?

Boot camp.
I'll bet.

Whenever he was
working at home,

Which was most of the time,
he'd give me a quarter

For every hour I
could keep quiet.

One day, I remember
it was a Saturday morning,

I decided I wasn't gonna say
anything until he did,

Even if it took
all weekend.

But he never said anything.

And I don't think
he even noticed.

So, how much
did you make?

Oh, uh--

About 12 Bucks.

♪♪♪

It's the old man.

Yeah?

Yeah, she's here with me.
Yeah. Okay.

Sam, are you all right?

Yeah, I just dropped
the phone.

Look who turned out
to be a sweetie after all.

So?

So, we have to
go back.

Maybe we could stay
another ten minutes.

♪♪♪

Don't move.

Why'd you do that, Sam?

What's the matter, Sam?

Isn't this what you wanted
from the day we met?

You and I together.

You can't hurt her,
can you?

But I can.

♪♪♪

Mary got it off your cat?
Jesus.

They're taking her
back to their hive.

I'm positive.

If they've taken her back
there, there's nothing

We can do about it.

I'm going after her.

No, you're not!

It's a goddamned suicide
mission. I won't allow it.

Dad, you're fighting an
enemy you don't understand!

Sam, I'm not adding your
name to the casualty list.

I have to find their
hive and get inside.

If I can get inside, I
can get information.

Sam! Sam.

In 12 hours, that whole
area's gonna be a war zone.

You're not thinking rationally.

Dad, I'm sick of
thinking rationally!

I'm going after her!

Do you intend
to help me or not?

The roads are
completely jammed

It's receiving okay.

Amidst rumors that Minneapolis
has been invaded.

Civil authorities are
fighting to keep

The situation under control.

But as you can see,
they are not having much luck.

Looting in the downtown--
It's good, but

The frequency still
isn't matching.

Over a dozen
traffic fatalities.

So, What Safeguards

Can be taken in order to
protect you and your family?

Keep your doors
and windows locked.

Don't let anyone into
your home, even if

They appear to be a friend.

And if you absolutely
have to venture outside,

Can we get started?

Stay away from crowds.

We recommend that you stay
tuned to this station

For further updates.

Now I know that there's
some sort of a hive

That they have to go back to
on a regular basis.

Some central source.
Intelligence replenishing.

Exactly.

Okay, let's run this.

Now, I've had the analysts sort
through all the thermal-Image

Data that we've gathered in
order to plot the expansion

Of the alien colony.

This is a satellite
picture of Iowa the night

The U.F.O. Was first sighted.

Here, day one.
Now watch.

The irregular orange shape
represents the spread

Of the colony over
the last five days.

Now, what you'd expect,

If it's necessary to stay
close to the hive, and given

The topography of Iowa,

Is that the shape would be
roughly circular.

So, we rationalized it
into three overlapping circles.

Could you do that, please?

If we shrink
these circles back,

We find the location of the hive
at different times.

And Each Time,

The hive is on the river.

That could be
how they moved it.

All right, this is where
it all started.

This is where the hive
is now.

Des moines.
Makes sense.

High Population Density,
And Lt'D Be Easier To Defend.

We've narrowed its location
to a ten block radius

Within the downtown
city center.

That's where she is.

That's where Mary
is, I know it.

Show me the projected
size of the colony

In the next 24 hours.

We'll parachute in tonight.

You have six hours.
We'll need eight.

You've got eight hours.

♪♪♪

You people got a very
tight eight-Hour window

To pull this off.

After that, you're on your own.
Got it?

Yes.

Opening drill.

Look, Reach, Pull!

Good.

Hey!Hey!

Wait up, wait, wait!

Hey! Oh, graves.
Graves.

I just wanted to tell
you we Jerry-Rigged

These transmitters so
that they'll send out

The same frequency
that the aliens do.

You know, it's how
they recognize each other.

And, uh, if you don't
get too close,

They'll think you're
one of them.

Beautiful.
Thanks.

Thanks, graves.

Hey, graves, I think
you're a genius, man.

Look, I just wanted to
apologize for that comment

I made back in the room.

- You know, when I made that bad
joke about fuckin' the thing--

- Holland!
Let's go!

Thanks. Thanks!
Good luck.

We'll have to
use army vehicles

In this quadrant here.

Mm-Hmm.

We have to cover
this terrain quickly.

♪♪♪

Danny?

Danny?
Danny!

Danny!

Danny!

Danny!

Somebody, help!

Hey. Forget it. Forget it.
Forget it, Alex.

No!

Jesus, I don't wanna
end up like that.

Trapped inside
of my own body.

He wants to merge.

Remind me to thank graves.

The president's announcement
early this morning

Has sent shock waves
throughout the country.

They should be at the
city center now, sir.

Andrew?

In response, the president
has declared a state

Of national emergency,
instituting martial law

In all major urban centers.

In related news,
the financial world

Was quick to respond--

♪♪♪

All Units Designated

Primary or secondary should
proceed to level p2.

All other units should assemble
on the first floor.

This has to be it.
Let's go 'round back.

Hold it there.

It'S Down There.

- I should be going with you.
- Just give me 20 minutes.

Sam!

How will I know
it's really you?

If it's not,
you know what to do.

Share
Information With The Others.

Sam, why are they here?
What do they want?

My thoughts, my fears.
My memories.

You won't be lonely
when you're one of us.

No one will be.

Everything you try
to hide from yourself.

Isn'T This
What You Always Wanted?

You Wouldn'T
Believe The Fantasies

My host has about you, Mary.

You And I Together.

You Can'T Hurt Her, Can You?

Get It Off Me!

It'S Not On You.

But I can.

Get It Off Me!

Come on.

♪♪♪

Don't move, don't move,
don't move.

♪♪♪

You all right?

There's something
you've gotta see.

It's important, Sam.

Wa-- Wait.

Stay close to me.

This is why they
wanted me.

Jesus, Mary,
what is this place?

While we've been studying them,
they've been studying us.

More dead bodies. Great.
Can we get out of here?

He's alive!

Get him out!
Get him out of there.

This is what we've
been looking for:

Something to kill the
parasite but not the boy.

So why did it die?

He must have contracted
something fatal

To his parasite.

He was sealed off in
here so he wouldn't

Infect the others.

This is it.

Come On.

It's Alex.
Take the kid.

Alex! I Got Her!

Let's go!

Alex!

Aah! Help!

Help Me!

Sam, come on!
We can't help him.

Come on! Come on!

COME ON, Mary.

Come On. Come On.

We gotta get up
to the roof. Go.

Go, go, go, go!

This'll keep 'em busy.

Code Eight.

All units to south Plaza.

Power supply.
Main power supply.

Can You Stand Up?

YEAH.

Do you think
you can walk?

Mm-Hmm.

They'll pick us up
from the roof.

Sam, they're coming!

Go!

Come on!

Sam! Get Outta Here!

Take the kid.
Okay, I got him.

Alex?

You weren't planning on
leaving without me now,

Were you, buddy?

Oh, Alex!
Go, get to the roof.

Get him to the roof.

Let's talk about it, Alex.

Here, Kitty, Kitty.

I'll talk to you, Sam.

I know you're in here.

If I have to look
for you too long,

It's gonna really
piss me off.

Aaah! Where are ya?

You lousy son of a bitch!
You said you'd help me!

You're no better
than your father!

Help me!

Alex?

Oh, god!

Come on! Come on!

Alex, man, fight it!

Fight it, man, fight it!
How could he, Sam?

You couldn't!

Please, Sam, get it off!

Alex?

Get it off!
Get it off! Alex!

Not very smart,
are you, Sam?

Pick him up.
Bring him here.

It's safe, it's safe!
Come on!

Where're the others?

You never did have
a right hand, Sam.

Come here.

We gotta go!

Where's Holland?
He didn't make it.

- You all right?
- Yeah.

Get nivens on the radio.

The boy has encephalitis,
which causes inflammation

Of the brain tissue.

It's not fatal to humans
if it's treated in a few days.

But the aliens
are 60% brain matter,

So it should kill them first,
allowing us to save the host.

How long has it been?
Thirty-Three minutes.

There's still the question
of disease vectors;

How the disease would spread.

Mosquitos.
Yes.

Mosquitos.

We can just release infected
batches over the areas

Controlled by the aliens.

Good.

OH, Jesus.

That'S Disgusting.

Thirty-Three minutes,
eighteen seconds.

That's it.
We've done it.

Yes, but how do we
get to them all?

They've spread so far.

We don't need to.
There's only one alien.

We've been thinking
in terms of millions,

But it's a single creature
with a million parts.

The same way they transmit
information to each other,

They'll transmit the disease.

It'll set off
a chain reaction.

We can infect the entire colony
as if it were a single body.

Perfect.

We've got general Morgan
coming in from fort Riley.

Bring the camera
over here, please.

Well, we're all clean, sir.

Seems to be working.

The medics are administering
the antitoxins

Throughout the area.

Most of my men are sick as
hell, but the aliens are dying.

P1 TO P3, ALL CLEAR.

Anything?

- Yes?

Yeah, they're on
their way down? Good.

All clear down here.

What were they trying
to do here?

Rebuild their home.

Careful, sir.

MY GOD.

OHH!

Are You Okay Down There?

Soldier, Down Here.

Oh.
You okay?

I'm fine, fine. Sorry.

I mean, silly of me.

I should've been more careful.

Check him out, please.
He's clean. Sorry, sir.

No, no, no, please,
don't apologize.

We're going to need to take
samples of the structure.

It's a pity we
couldn't save it.

What we might
have learned, hmm?

Well, i-I've seen enough.
Thank you.

I'm glad I saw it.

I don't think I would've
believed it was really over.

How'Re You Doin'?

I Still Can'T Believe

I slept for two whole days.

Excuse me, sir.
Dr. Nivens forgot his cane.

Give Me A Hand Up.

- There you go.
- Thanks very much.

Here we go.

Come on, soldier,
on the double.

Call in emergency
services now!

Hello, Sam.

I can fly a helicopter.

Perfectly.

You never told me
how good it felt, Sam.

I had no idea a man could feel
such a sense of freedom.

My god! When did you take him?

Back in the ship.
We checked.

Well, I explained we had to
lower my body temperature,

So we did.

We learn from our mistakes.

I want you to land
this helicopter.

Or What?

Oh, a gun.

Automatic pilot.

What are you going
to do, Sam?

Do you think that you are
capable of killing your father?

He'd want me to.

Possibly.

But the question is
can you?

Help!
Give me--

You can't win, Sam.

Oh, Sam, give it up.

Sam! Sam!

♪♪♪

Injuries Comin' In!

Dad?
Dad!

Come on, man,
don't do this to me.

Don't do this
to me, dad!

Stop shouting, Sam,
for god's sakes.

You know how much I hate it.

I can't believe
you actually shot me.

- What would you have done?

- Oh, I would have
shot you, of course.

But I never dreamt
you were that kind of man.

Oh. Oh, god.

Get out of here, Sam.
I'm fine.

There You Are.

It's okay, I'm going
with you. No, go on.

Take her for a cup of coffee.

Exercise a fantasy.

Okay, dad.

That was the last one, Mary.

You don't know that.

Yes, I do.

Excuse Me.

Have a good time.

Guess you exobiologists
finally earned your keep.

Yeah, I guess so.

When I was inside that
thing, it was like hearing

A thousand voices
inside my head.

Yeah, I know.

You were there, Sam.

Your memories, your thoughts,
your feelings.

Everything you try
to hide from yourself.

Yeah.

I guess you know
how I feel about you, then.

Down to the last gory detail.

Kind of gives you an unfair
advantage, don't you think?

Oh, yeah?
Why's that?

I mean, you know
so much about me.

It would take me forever to
learn that much about you.

No, no, see, I think,
actually, it helps us,

Because if you look at it
from a sociological point

Of view, you could argue
that men take a lot longer

To open up than women do.

So, we should be right
on track in about,

Oh, 40 or 50 years.

♪♪♪