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1 Now, let's talk about Brody Davis.

Self-made millionaire and owner of the U.F.O. Center.

Larek, an alien living on a faraway planet...

and also a good buddy of our friend Max.

Brody. Larek. Notice any similarities?

See, when Larek, who lives all the way up here...

wants to talk to his good buddy Max, who lives all the way down here...

he finds the commute a little inconvenient.

So Larek takes over Brody's body, like, possessing him or something...

and uses him as a human cell phone.

If you think about it, why couldn't they invent, like, an alien cell phone?

I mean, they're aliens. No?

Basically, the aliens are ready to go back to their home planet.

Michael, Liz and I have found Alex's killer. Or did we?

Something happened a few weeks ago before Max started to remember Tess...

before, um, Liz started to get closer to Sean...

and before Alex died.

Before any of this... And I didn't think it was important to tell you at the time...

but if you watch closely, it contains the key to everything. Ripped By mstoll

♪♪ [Whistling]

Brody?

Brody, you in there?

- Max. Hi. - Hey.

You wanted me to reorganize your crop circle files tonight?

I did? Oh, right.

Well, forget about that. You go off home.

- Home? I still have three hours left on the clock. - Oh, work, work, work.

Don't you have a life? Okay, I'll tell you what.

Why don't you fix the weather balloon?

Okay.

Computer, run abduction simulation 1.5.

All right. I was home minding my own business.

Suddenly, I'm gone for three days.

Where did I go?

Computer, run simulation 1.6.

Yes, something like this.

I remember being in a room like this...

but this doesn't look very alien.

More like a warehouse.

And there were other people here. Humans.

Computer, add human forms to program...

three male, three female.

Yes! I was here doing something.

I was talking. If I could just remember what I was...

[Beeping]

Override. Continue simulation.

Yes. I was sitting here...

and to my left I remember... a boy.

Nicholas.

And at the end of the table was...

Oh, my God. Max.

How could Max be in...

- [Electrical Crackling] - [Groaning]

[Footsteps]

It's not a fuse. The lights are out all over town.

Streetlights and everything.

Oh. This is for you.

- What is it? - You have to open it to find out.

What's the occasion?

Does there have to be an occasion, Max? It's just a gift.

You know, I saw a black sweater on sale, V-neck, and I thought of you.

If you don't want it, I can just give it to Kyle.

- Tess. - What?

Sorry.

Thank you. This was very thoughtful.

I'll turn on the emergency power.

Why did you lie to me?

- Brody, what's wrong? - You're an alien, aren't you?

- I don't know what you're talking about. - Yes, you do!

New York City. We were all there.

You and you and me.

- We were there with the other aliens. - Larek?

There. That's an alien name.

That makes you an alien.

How else could you know that?

[Cocks Weapon]

Brody, just put the gun down.

I am not an alien, and neither is Tess.

So how do you explain that?

♪♪ [Rock]

♪♪ [Continues]

♪♪ [Ends]

Security cameras are on backup power.

It's all on disc.

Brody, please. What do you want?

I want you to tell me who I really am.

Am I Brody, or am I Larek? What am I?

Oh, my God, Mom. No offense, but nobody's gonna be clamoring through a blackout...

to buy your "George W. Is An Alien" T-shirts.

- Not even if you were giving them away. - Oh, come on.

- It's called an entrepreneurial spirit, people. - [Door Opens]

Puts food on the table and gas in the Jetta.

These T-shirts are hot off the presses.

I want them on the market right now.

- Or later. Come on, kids. - Hey!

Nobody's going anywhere.

[Knocking]

Hey, Sheriff. How you doin' tonight?

Good. What can I do for you, Dep... Sheriff?

Well, we kind of have a situation brewin'.

Turns out this power outage is pretty serious.

An entire grid was somehow taken out.

- Uh-huh. - The entire town is totally dark.

New Mexico D.W.P. Is a little stumped.

So I was thinkin' that maybe this is what you call a F-E-M-A situation?

Call Ralph. Electrician?

Big guy who rewired the station last spring? He'll know what to do.

- No FEMA. Ralph. - Ralph.

- Thanks, Sheriff. - Um...

I'm not the sheriff anymore.

Right. Sorry. Thanks, Jim.

I have memories of things I'm not supposed to know.

But I do know them. I know that you're Max Evans...

and I also know you're Zan.

None of it makes any sense.

All I know is that you've been lying to me. And now, I want the truth...

or this is going to the F.B.I.

What the hell is this guy talking about?

Too much time at the U.F.O. Center.

Stop talking over there!

Okay, look. Look, I can help.

Yeah, well, you better.

I want these aliens out of my head.

Maybe it'd be better if we left you aliens alone.

Tie them up.

Brody. Brody, we're close. We're friends.

I'm not close to anyone right now.

- What happened to you? - [Cell Phone Ringing]

- Don't point that gun at my daughter. - I should get it.

- No way. - I always pick up my cell phone.

If I don't pick it up, whoever's calling's gonna know there's something wrong.

They're probably gonna come and try and find me.

You tell them you're busy and they are not to come looking for you.

Hello?

- You will never believe what happened to me in bio today. - Yeah, I bet I won't.

Listen, I'm a little tied up right now, so I think I'm gonna be late for my shift.

Actually, um, I don't think I'm gonna make it to work at all.

What's the matter? Is everything okay?

Yeah, I've been thinking about the menu lately.

And you know the galaxy sub with pepperjack? It's not selling all that well.

- So maybe we should take it off the menu. - [Phone Beeps]

- Off the menu? - That's enough.

[Dial Tone]

- What was that about? - It was just shop talk. It's nothing.

- That was weird. - What was?

- Maria just hung up on me. - Happens to me all the time.

This burger isn't cooked. The cheese isn't even melted.

- Don't. That makes it taste like crap. - I want it cooked.

It's fine this way, because you still get the taste of the grill.

And the possibility of contracting E. Coli or mad cow disease.

No, thank you.

I think it's time I used my mind-warp on Brody.

- We'll walk right out of here. - Do it.

Just be careful.

Don't try your mind games on me.

- [Panting] - Tess?

[Groans] His mind... is too crowded.

I can't get in.

You really wanna help me, Max?

Or Zan? Or whatever your name is?

Tell me why I have all this information in my head.

Tell me why I know that this thing...

is called a trithium amplification generator...

and that when I turn it like this...

you can't use your powers anymore.

How do I know that? Huh?

I don't know what you're talking about. I really don't.

He's right. My powers aren't working.

Mom, don't worry. I gave Liz a coded message.

Any minute now, 50 cops will be busting down that door and getting us all out of here.

What coded message?

The galaxy sub with pepperjack. It's what Brody always orders.

- And? - Liz is my best friend.

We have our own language. She'll understand. Trust me.

Galaxy sub with pepperjack. Does that mean anything to you?

I don't really listen to Maria when she's talking.

- I'm probably the wrong person to ask. - Michael?

I don't really listen either. I'm outta here.

No, wait! We're still on duty. We don't close for another four hours.

Come on, Liz. There's no power. There's no customers.

- There's nothing to do. - But the power could come back at any time.

I'm sure you can handle the dinner rush. Come on, Liz. Let's go get Max.

Okay.

You were right... this is really bad.

Probably locked when the power went out.

[Beeps]

[Door Closes]

See? I told you the cavalry was on the way.

I think Vegas loosened him up.

Michael, the guy irons his jeans.

Get down!

Go! Go! Go!

[Gunfire Continues]

- Are you okay? - Yeah.

- Why didn't your powers work? - I don't know.

- Oh, God. Max is down there. - So is Maria.

- You guys, were those gunshots? What's going on? - We gotta get Valenti.

Get behind me.

You disappoint me.

- [Clicks] - [Both Gasp]

If you try to contact your alien friends again...

you'll only make it worse for them.

[Cell Phone Ringing]

My God, he is crazy.

- What? - [Valenti] Brody, is that you?

- I don't know. It might be Larek. - Larek?

Okay. Uh, this is Jim Valenti.

- So? - I understand you're having a bit of a problem down there tonight.

- And you're gonna solve it? - Well, I'm gonna try.

Why don't you start by telling me what you're after.

What I'm after? What do you mean, "what I'm after"?

As I understand it, you're holding some people hostage.

There's usually a reason, you know? A list of demands?

Demands?

He wants a list of demands.

- I could use a burger. - Sean.

Yeah. Yeah, right. We got a bunch of hungry people down here...

and we want burgers all around.

- And fries. - And fries.

Right. Listen, um, couldn't we at least talk about...

No, no talking until we get our food!

And when it's delivered, I don't wanna see any cops.

And no aliens either. I can tell.

Nobody comes in and nobody goes out.

We'll all just stay here together...

like one big happy family.

Excuse me, love.

I just need to borrow your cousin for a while.

- That's it! - What?

Dimaras rock.

I couldn't remember before, but the name just came to me.

Dimaras, after the third moon.

[Chuckles] It's where you two first met.

You must remember.

Dimaras rock. It juts out over the water.

Ah, I can see it so clearly.

The moon hanging over the horizon...

and the color of the water... crimson red.

I was there with you before you were king. We were swimming.

And you looked up and saw her on a rock.

You said she was the most beautiful girl you'd ever seen.

But, of course, you were too afraid to go and talk to her.

I offered to make the approach on your behalf, but you told me not to.

Back then, you were always so nervous and quiet.

But lucky for you, I was neither shy nor obedient.

So I went and met her...

and introduced you two the same night.

At a party.

That's a nice story.

It's not a story. It's the truth.

Don't you remember? Please, Zan.

I have to know that what's in my head is real.

I'm sorry, Brody, but none of that is real.

None of that ever happened.

But you do love her. I know you do. I was there when you met.

You're wrong. We're not in love.

We never have been.

Damn it. It's Hanson.

[Knocking]

[Cell Phone Ringing]

- Hello? - [Valenti] Step away from the door.

Sheriff? Where are you?

There you are.

I had Ralph look into the power outage.

Turns out the surge that caused all this emanated from the U.F.O. Center here.

- Figured I check it out. - Turn your flashlight off and get up here.

This could be alien related. You shouldn't invite him into this.

It's safer having him up here than going in there with his gun and stirring things up.

[Valenti] The U.F.O. Center's an old fallout shelter...

so it only has one set of doors.

And they automatically lock whenever the power goes out.

Now, I think there might be some people trapped in there.

- Need any help? - Sure. Sure.

But with traffic lights out all over town...

- I think you're gonna have your hands full. - Right. Traffic control.

Should probably take care of that one first.

Good. Good. Yeah, I got this one covered, I think.

Thank you, Sheriff. Uh, Jim.

Watch yourself, now.

You know, it'd be faster if I just did it.

[Michael] Then they won't taste as good.

What about the fries?

I'll be able to see whatever you see, and I'll be...

Watching the whole time.

All I want you to do is deliver the food.

Let me get a good look at the layout of the room...

what's going on down there, who's positioned where, that kind of thing.

- Then I want you... - "Then I want you to get right out."

- You told me. - Right.

Sheriff. Sheriff, I'm okay.

I can do this. I wanna do this.

Hey, how's the food coming?

- It's done. - [Bell Dings]

Here you are.

- [Knocking] - Supper's here.

- I'll buzz her in. - [Buzzer Buzzes]

Yeah, yeah, come down. I'll, uh... I'll move some of this stuff.

Watch your head there. Here, let me give you a hand.

Okay.

- So, what have we got here? - Oh.

We have got six burgers and six fries.

Great. Lovely. Uh, now... Right.

Oh. Oh, no. It's on the house.

Oh, no. No, I insist. Please.

And, uh, keep the change.

- I think I'm rich. - So, um, is that it?

- Can... Can I get you something else? - No, no, that's fine.

You can go. And thanks for the food.

Is there a new cook at the Crashdown?

- Excuse me? - These burgers, they taste different.

Oh. Oh. Oh, well, see, there's no power over there either.

So we had to use this little butane grill.

So how did you cook the fries?

The same way.

No. No, you didn't.

You used alien power to cook this food. You're one of them!

- [Liz] I... But... - [Max] Brody, let her go!

- Larek! - Get down!

That was a stupid thing to do.

She's not an alien. She's just an innocent girl.

- Leave her alone. - [Cell Phone Ringing]

What?

[Valenti] I just wanted to make sure you got the food and that everything was okay.

Okay? No, everything's pretty far from okay!

- That so-called food... - Reach in my coat pocket.

- Why? - Just do it.

This doesn't help me to be in a very reasonable state of mind.

You talk to me about trust, and then you send aliens in here.

What do you think I am, an idiot?

You'll be lucky if anyone comes out of here alive ever!

Sean, no!

Oh, my God.

Sean!

You see? You come after me, that's what you get!

That's what you get!

Oh, my God. Sean, are you okay?

Yeah.

Max, heal him.

- I can't. - Why? It's your fault he got stabbed. Heal him.

I can't use my powers.

Brody activated that device.

Brody's a good man. This isn't his fault. Sean might've killed him.

But it's okay for Sean to get stabbed?

Of course not.

Are you okay?

[Valenti] I wish I could see that wound better.

We gotta get in there.

- [Hanson] What's going on up here? - Nothing.

I was down on Third directing traffic when I started to think about it.

Why'd you call me on my cell phone to warn me off from the U.F.O. Center?

- I told you. People are... - I know.

People are down there. But there's gotta be more to it.

Why do you have the department's laptop? We use that for surveillance.

- Deputy... - I'm not the deputy anymore, remember?

I'm the sheriff. Now tell me what's going on, Jim.

Why'd you warn me off? Are the people stuck down there being held against their will?

Now, look, don't jump to conclusions.

There's no reason to believe that this is...

A hostage situation?

Hanson, even if it is a hostage situation, what are you gonna do?

You gonna march in there with guns blazing and risk killing innocent people? Come on!

I gotta do somethin'.

Hanson. Hanson!

You're still in love with her, aren't you?

It's hard to describe what I feel for Liz.

I know.

It's what you and I used to have.

- Tess... - You know, everything Brody said is true.

I know it is.

- Hey. - Hey.

When this is all over, you wanna grab dinner?

How can you be wounded and on the make at the same time?

Are you serious?

I'm bleeding here. Doesn't get much more serious than that.

Yeah, let me think about it.

Hey. Aren't you involved with someone?

I have to do something before more people get hurt.

Way to change the subject.

- I'm gonna talk to Brody. - And what are you gonna tell him?

The truth.

Dad. Dad!

Kyle, what are you doing here?

I heard over the scanner that the cops were getting ready to storm the U.F.O. Center.

- They called sharpshooters in from the state police. - Oh, damn it.

- Those guys'll shoot anything that moves. - What's going on down there?

Hey, I think we're about to find out.

I thought Brody got rid of that thing.

- [Michael] What is that? - You see that panel?

That controls the fallout shelter's lock-down mechanism.

- You think it still works? - I don't know.

If it does, it might be a way to keep the cavalry out long enough...

to end this thing without anybody getting killed.

Well, great. How do we get to it?

It's too risky to try to get inside.

There might be a way to activate it from the outside.

Kyle, you think you can get me the blueprints to that place?

Where am I supposed to get those?

Library, third floor, in the back.

- The library's closed. - Kick the window in! Go!

Everything you've been saying tonight is true.

I am an alien. I'm the king of another planet.

Tess is my wife.

So these memories I have are real?

Reverse psychology. It's the oldest trick in the book.

Yes, all of them.

But if I'm Larek, an alien...

and you're Zan, also an alien...

what... what are we doing here?

Surviving.

Biding our time until we return.

So we're going back to our home planet someday?

[Max] Yes.

You, me, Tess.

- And the others? - All of us.

That's incredible.

Now, I think it's time you put down the gun.

Yeah.

Yeah.

What's that? What is...

What's that?

She's wearing a camera! I'm gonna kill you!

You wanna shoot someone, shoot me. This is my fault.

- Don't tempt me. - [Sirens Wailing]

Cops. Get in the office.

All of you! Go!

Move, now! Go! Get in there!

Straight! Move!

- I want sharpshooters on both sides of the exit. - [Helicopter Blades Whirring]

And bring in the battering ram.

[Tapping Keys]

Can't get the video feed back. They gotta be in trouble.

They're gonna be in more trouble if the cops get in there and start shooting the place up.

[Sean] This is bad.

This is really bad. They always put you in the back room before they shoot you.

No... Stop it. We're gonna be fine. We're all gonna get out of here.

I promise.

Look at this.

It looks like it short-circuited or overloaded or something.

If Brody was wearing this when it short-circuited...

A powerful jolt of electricity might've been sent right to his brain.

That must be how he's accessing Larek's memories.

[Clears Throat] Alien 101 for the rest of us not in the know.

Humans only use a small percentage of their brains at any given time.

Aliens, when they use humans as vessels...

tap into this unutilized portion.

The shock may have somehow given Brody access to a part of his brain only Larek uses.

And all of Larek's memories.

So if this was caused by some sort of injury...

- That means I can heal him. - But you can't. The pentagon.

We've got to get him to turn it off.

I'm gonna go talk to him.

I got 'em.

I was right. There's another control panel in the back alleyway.

- Okay, that's no problem. I can get back there. - We can get back there.

- It's gonna be pretty dangerous. - We can take care of ourselves.

All right, look. Inside the control panel...

there's a lever that activates a set of steel doors.

- But it hasn't been activated in years. - We'll activate it.

All right, be quick about it. We're runnin' out of time.

[Hanson] Let's move that thing in there. Let's go!

Move it!

I deliver lunch to you almost every day.

I bet I enjoy that.

You do. I do too.

There's just so much in my head right now...

- I can't figure out who I am anymore. - You're Brody Davis.

You're smart, you're funny, you're sensitive.

And you'd actually make a damn good boyfriend for someone.

I sound pretty good.

You are. Really, you are.

Your daughter is so lucky to have you as a father.

- I'm a father? - You don't remember?

It's like my whole life has been stolen from me.

Her name is Sydney.

I know you keep a picture of her in here somewhere.

Here.

This is her.

I don't remember her.

That's simple.

- Damn it. - We've gotta get this thing working fast.

[Chattering]

You go that way.

He's gonna kill her. Oh, my God.

My baby. He's gonna kill her.

- We need to get out of here right now. - I don't think that he's...

Oh, I've had enough out of you for one day, Max Evans, okay?

My nephew is gonna get us out of here so I can save my precious daughter.

And what is taking you so long? Are you a criminal or not?

I'm trying.

[Hanson] We gotta break that door down.

- The police are coming. - No, no, no. Don't worry about that.

We have to focus here. Can you do that for me?

You have to trust me, okay? I can get you your daughter back, Brody...

but you have to deactivate that pentagon thing, all right...

and let Max heal you.

Go, boys!

Go! Go!

Go! This way!

Solid steel.

We gotta get in there.

- I still got the touch. - Yes!

No, you don't.

Come with me.

- Move! - Where's Maria?

Where's... Hey! Hey!

Brody, please.

Turn it off.

Trust me.

[Welding Torch Hissing]

Please.

Okay.

Do it.

Wh-What's this?

You were abducted.

But now you're back.

Wh-Why are the lights off?

We don't have a lot of time.

Let's go.

- [Gasps] - Hi.

Everything's fine. This was all just a big misunderstanding.

Nothing happened down here tonight.

My ass. This guy needs to be put away.

- Sean... - Are you okay?

Yes, I'm okay. Really.

- Listen, Mom, we can't let Brody go to jail. - Excuse me?

Okay, listen. He's a single parent just like you.

This is his daughter. She is cute as a button. Intelligent as ever.

And now imagine how devastated she would be if Brody went to jail.

Mom, think about that for, like, two seconds.

Okay. I thought about it.

And that man is a danger to his family...

his neighbors, his whole community...

and I am not gonna be part of a cover-up.

Mm-hmm.

Give me one reason why I wouldn't tell the cops.

Because I'll go out with you.

Okay. So I fell down the stairs.

Here, put this on.

He's through! Get in position!

Mm-mmm. I refuse to lie about what happened down here tonight.

Do you think they're ever gonna get this power back on?

I've got other T-shirt deliveries to make.

Don't worry. She won't remember any of it.

[Shouting, Indistinct]

- Go! - Comin' in!

We're clear!

Where are they?

- Hold it! - Oh, Deputy Hanson. Thank God.

I thought we were gonna be trapped in here for days.

Trapped? What about those bullet holes and that pile of stuff blocking the steps?

We were just doing some remodeling.

We are? Oh, the place is a mess.

Oh, Jim. Hi.

Hi. I see you got everything under control here, Hanson.

Where did this come from?

Michael, I downloaded that band off Napster for you.

Who wants a cup a tea?

I can get you one.

- Hi. - Hi.

Sorry to bother you. I only have, like, a minute break...

but I just wanted to give this back to you.

Oh. Did I lend this to you?

- Sort of. - I'm sorry.

I've been feeling a bit out of sorts. More missing time.

- Yeah, I kind of had that figured. - Yeah, but this time...

I kind of have vague memories.

Like a dream I can't quite remember.

The details are hazy, but I remember how it felt.

Really? How did it feel?

No, it'll just sound weird.

What?

Well, I felt kinda like I do now.

Like you were somehow there helping me.

I wish I knew where they took me.

Well, wherever you went, Brody, I'm glad that you're back.

Max.

Max, what is it?

Well, when I healed Brody...

I saw these... these flashes of Brody, of Larek.

But also, uh...

But also what?

I remember you. Ripped By mstoll