Original subtitles

[dramatic music]

[helicopter whirring]

That must be the village.

[music continues]

[music continues]

He's dead?

[indistinct radio chatter]

[indistinct]

What? What?

[indistinct]

I'll signal Nairobi for a medical unit.

[gasping] Light. Light. Too bright!

[indistinct]

Open SA Channel G.

The airplane. The light's coming from the airplane.

We're all dead here!

The intense burns evidently produce

a corrosion of the nervous system.

[sobbing] ...I should never have come.

I had a good job..

I, I gave it all up.

[dramatic music]

Cancel Channel G.

And open overseas relay, Channel D, please.

Channel D open.

Connect me with Mr. Waverly.

Mission Control.

[airplane droning]

The transmission's coming from that shack, doctor.

Force them into the open.

(Waverly on radio) 'Yes, Mr. Kuryakin, I'm ready for your report.'

[gunshots]

[instrumental music]

[gunshots]

[alarm beeping]

[explosion]

Yes, Mr. Kuryakin. I'm ready for your report.

(Kuryakin) Forget it.

[alarm beeping]

[gunshots]

[gunshot]

[alarm beeping]

I'm still waiting for your report, Mr. Kuryakin.

Kuryakin here, sir. Sorry, we were interrupted.

You can tell Security Research

that their information was correct.

Somebody has won the race to develop a thermal prism.

[dramatic music]

[helicopter whirring]

[music continues]

[music continues]

In case you don't read the newspapers

you can't extradite me from here.

I want to talk to you over there.

The rest of you go on doing whatever it is

that you're doing.

Would you please? The old man hasn't spoken in 20 years.

The belief is that when he does, this mystic cult

it's called the 3rd Way, will inherit the earth.

You have interrupted a private ceremony, Mr. Solo.

I see. My deepest apologies.

- Shall we go? - Uh, no. No, no, no.

Because of you, I've been driven halfway around the world

and forced into hiding on this moldy island.

'So whatever you have to say to me'

you can say here and now, and quickly.

We'd like you to work for us on an assignment.

Work for you?

Well, you're wanted in 17 countries

on charges of felonies, everything from grand theft...

Uh, no, no, no. Your bookkeeping is a little off.

- It's 22 countries. - My apology.

However, if you cooperate with us

we're prepared to offer you total amnesty.

- All 22 countries? - All 22 countries.

What, uh, kind of cooperation do you want?

Well, I'm not prepared to give you the details

'but you're supposed to be the best safe cracker in the world.'

'You just have a chance to prove it.'

Well, uh, I suppose I could use a shave at that.

Gentleman, I, I want to thank you

for your generous hospitality these past months.

- I wanna thank you and I wa.. - Aah, aah, aah..

The old man.

'Look, he's going to speak.'

A-a-ah. Uh, ah, aah.

Uh, uh, ah.

The old man won't speak in front of a stranger.

It's supposed to be bad luck.

I'm sorry.

[dramatic music]

(Luther) 'Hmm, the thermal prism.'

Yes, yes, I see. No wonder you're so eager for help.

You may turn the lights on now.

You put that into orbit and you have

the super-weapon of all time.

I know because I tried to develop one myself.

Unfortunately, I was unable to acquire the necessary materials.

But now someone has developed it. Who?

Dr. Parviz Kharmusi.

- Oh, yes, yes, the noted.. - The noted..

The noted Persian scientist. Yes, I've heard of him.

Mr. Solo is confirmed to arrive in Teheran at noon, sir.

Good, I'll contact...

What is it you want me to do exactly?

I was about to get into that, Mr. Sebastian.

Besides your ill manners, which I now observe at firsthand

our computers have shown you to be the most efficient

criminally oriented mind with advanced degrees

in engineering, physics and chemistry.

Apparently, you've avoided the humanities.

It seems you designed the [indistinct] system

while still in graduate school.

And this Kharmusi keeps the thermal prism

in a [indistinct] safe.

If the tumbler circuits haven't been modified

you should have no difficulty opening it.

Even if they have, it shouldn't be any problem.

Where is the safe? How do I get to it?

This is a general outline of the Kharmusi estate.

'There's an electrical warning system around the perimeter.'

'There are guard towers here'

'here and here.'

We jam their radar and then parachute in here

just before daybreak.

That gives us all day and most of the night

to penetrate whatever

warning systems and devices they have through this area

until we ultimately reach the estate building itself.

Mr. Solo will coordinate from inside the building.

I like the way you put that very casually.

We will penetrate their warning system.

You can be sure that this Kharmusi will have top security.

Now, look, Solo said this mission was dangerous

but no one said anything about suicide.

I will take you to the safe.

Well, don't forget. I can only open it if I'm alive.

If I fail, I'm willing to take full responsibility.

[instrumental music]

(woman on PA system) 'Announcing the arrival of..'

[telephone ringing]

Hello.

(female #1) 'Who is expecting a call?'

Napoleon Solo.

'And what would he like to hear?'

- Directions. - '29, North East Avenue.'

Alright.

[dramatic music]

[instrumental music]

[music continues]

I'm Napoleon Solo. Perhaps you are expecting me.

No...but he is.

Hmm?

[intense music]

[music continues]

[car approaches]

[music continues]

Chamber of commerce.

Come on, let's get the gear.

(female #2) 'Mr. Solo. Hey, Mr. Solo.'

'Mr. Solo.'

I'm Annie Justin, Mr. Solo.

I'm afraid there's been a terrible misunderstanding.

Well, here's your ID card.

I had no idea that you were an UNCLE agent.

Are you seriously hurt?

Is there anything I can do for you? Anything.

No, no. Please don't.

Where's your travelling companion?

Oh, this is Hassan Aksoy, Mr. Solo.

Perhaps you've heard of the four Aksoy brothers.

'Well, they were a circus act.'

I don't care who he is or who you are

or actually why I got hit.

I'm a busy man. I've got another engagement, so I'm...

Oh, no, wait a minute, Mr. Solo.

Oh, we're looking for Luther Sebastian.

At first, we thought you were working with him

but I had no idea that you were bringing him to justice.

If you could just tell us in which country he is going to...

Uh, sorry. I can't help you right now.

I've seen your act. Step aside.

Oh, Hassan can't speak, Mr. Solo.

Poor darling cut off his tongue doing a stunt.

Alright, I don't want him to get hurt.

Oh, don't worry about that.

Your gun isn't loaded. He emptied the clip himself.

Now you're a captive audience.

You really must help me, Mr. Solo.

You see my fiance, Hugh Winslow of the Beaconsfield Winslows

well, he's in a Turkish prison because Sebastian framed him

for a murder that he committed.

I spent a whole year collecting evidence.

I must free my poor Hugh from that awful prison.

He's very frail.

Hassan's brother, Ali shares a cell with my poor Hugh.

Well, Sebastian framed Ali as well.

Hassan gets very temperamental at times, Mr. Solo.

So you'd better tell us where we can find Sebastian.

We need Sebastian for something very important.

When we're through with him, you can help yourself.

Aren't you going to bring him to trial?

If he does as he's supposed to

the charges against him will be dropped.

You've made some sort of deal with him, haven't you?

You're going to let Sebastian go free.

[grunting]

I look upon this as a minor setback, Mr. Solo.

My bullet clip, please.

Here.

If you think I'm going to let poor Hugh

wither away in prison just because of you..

'Well, you haven't heard the last from us.'

Nothing will stop us!

[gunshot]

He was reaching for a knife.

You shouldn't have done that.

I'm Azalea.

Your identification, Mr. Solo.

And your identification?

I'm here to take you to your doctor's appointment.

We're late, Mr. Solo.

I'll meet you outside.

[sighs]

This is a dangerous game.

And I think you better leave it to the professionals.

I don't think it was necessary to kill him.

We'll never know for certain, will we?

[instrumental music]

[tires screeching]

Kharmusi will observe you very closely.

I hope you're prepared.

Yes.

If I get there alive.

[tires screeching]

I'm supposed to pose as an American millionaire

with a shadowy past.

'And the shadowy past is to cover up any inconsistencies.'

There must not even be one, Mr. Solo.

You must take no unnecessary chances.

[tires screeching]

I know what you mean, ahem.

[tires screeching]

Dr. Kharmusi's estate.

Just one question. Why are you helping us?

[chuckles] I'm his wife.

[intense music]

[tires screeching]

Wait here.

[beeping]

Fifty cents in loose change.

Two fillings in the teeth.

Wristwatch and money clip.

[music continues]

Your room.

Cocktails at 8:00.

Thank you.

[dramatic music]

[transmitter beeping]

Napoleon's inside.

We're on schedule so far.

[dramatic music]

[grunting]

Violence is your department.

You'll, uh, think of something, I'm sure.

You think anyone else knows we're here?

Ah! Perhaps not.

[panting] Let's hope these two won't be missed till evening.

I must congratulate you on the way you handled them.

Couldn't have done it without your help.

Tell me, how are we, uh, supposed to get

to that building? It's a sheer drop.

When nightfall comes

we go over and down.

[instrumental music]

[music continues]

Mr. Solo, I presume.

[dramatic music]

The mountain should put us on the blind side of their radar.

I don't like it.

Why should they turn 'em on now?

You can worry about that later. Let's get moving.

If you're in such a hurry, why don't you go on ahead?

I'll meet you on the other side of the minefield.

After you.

[device beeping]

[beeps rapidly]

Good. As I thought, sequence mines.

[music continues]

[sprays]

[beeping]

[beeps rapidly]

[beeping]

[beeps rapidly]

[beeps rapidly]

[beeping]

[beeping stops]

[music continues]

How fortunate for me, Mr. Solo, that you should appear..

...at this very moment in my life.

Most fortunate indeed.

I'm sure our association would be a mutual benefit, doctor.

I understand all principals

benefited from your syndicate financing

a certain colonial administration in Africa.

No, that was in the Southeast Asia, not Africa.

Mm. My error.

In any event, the thermal prism once in orbit

will be a weapon that will give the balance of power

to whichever country leases the device from us.

We shall be able to command any price, Mr. Solo.

(Solo) 'I would say the profit picture looks very hopeful.'

Perhaps I might see the prism for myself

and any results of preliminary testing.

There will be time for that, Mr. Solo.

There's time now.

Tomorrow, at our leisure...

If you don't mind, doctor, I'd like to see it tonight.

You see, I have to make contact with my associates tomorrow

'in order to place my resources at your disposal.'

Such arrangements take time

and there's little point in wasting any.

I dislike being hurried..

...by you, Mr. Solo.

- You'll get used to it. - Yes. Yes.

I am reduced to dealing with businessmen..

...and an American at that.

I understand your resources are no longer available.

It is true, because of certain tragic instances

in my private life.

They were all lies. You understand?

Gross lies. Obscene lies!

It was a carefully drawn plot against me, I'm certain of that.

[scoffs] On the face of it, their allegations were ludicrous.

Allegations concerning proposals I had made.

Anonymous firm calls the young ladies...students of mine.

As you can see, Mr. Solo, my enemies will go

to any length to discredit me.

Oh, my Azalea..

...she's the only one... to understand.

I'm sure of that.

The most undemanding woman.

A good woman.

[telephone ringing]

Of course. Immediately.

A surprise for Mr. Solo.

And a surprise for us all.

A young lady attempted to penetrate our security.

Your wife.

Hello, darling, how are you?

You went away and you left me.

- Oh, ho! - Well..

I did not know you were married.

It's, uh, one of the benefits of secrecy.

- I wasn't expecting you. - Oh, of course, you weren't.

You never take me anywhere. How do you do?

Dr. Kharmusi at your service.

Oh, you must be his kind-hearted nurse.

Yes, uh, Dr. Kharmusi is a very famous world scientist, my dear.

I'm overwhelmed and delighted that you're here

but he and I do have some business to discuss

so I suggest you go back up to your room.

(Parviz) 'If you will please excuse me, Mr. Solo'

I have no doubt that you would much prefer the company

of your most lovely wife for the moment.

We can discuss business tomorrow at our leisure.

I'd prefer not to wait.

I insist.

You would not think me a proper host otherwise.

Goodnight.

[dramatic music]

He knows something. We've got to get into that vault now.

It will be extremely dangerous because they're sure to watch

our every move on their monitors.

We can't wait.

Why don't you and I take a little stroll?

Have a guided tour.

We'll find out what they're up to soon enough.

It may be a coordinated plan..

...with other elements outside.

Put all external security on condition red.

[dramatic music]

This is the doctor's collection of original [indistinct]

- Hmm. - From the Caspian Sea area.

He is the most celebrated artist in all of Persia.

We wait here for Napoleon's signal.

End of the road.

This is the vault room, Mr. Solo.

No one may enter here. Only Dr. Kharmusi can open it.

They're at the vault now, doctor.

Perhaps you'd like to see the doctor's collection

of poisoned mushrooms.

Yes, I'd like to see that.

[beeping]

[dramatic music]

[sizzling]

I'd like to speak to Dr. Kharmusi at once.

[gasps] Oh, that was quick.

I didn't know doctors still made house calls.

I've been there some time...admiring.

What may I do for you?

Uh, well, oh, since everybody is making deals, um

well, I'd like to make one with you.

Um, an exchange of information actually.

I would hesitate to deny you.

Alright.

I'm not Solo's wife, and he's a spy.

Yes, I know.

You do?

Now what may I offer you?

Luther Sebastian. Where is he?

Sebastian?

Not having met the gentleman, I'm sure I couldn't say.

But I should imagine Mr. Solo would know.

You answered my question

but I didn't like the answer.

- I'm sorry. - I'm not afraid to use this.

Please, do.

We detected that weapon the moment you entered the building.

It has since been unloaded.

Now shall we go and see what Mr. Solo can tell us?

[crackling]

[alarm blaring]

We didn't set off that alarm.

Solo.

[alarm blaring continues]

Switch to ultimate V.

- What are you doing? - Maneuvering, my dear.

[alarm blaring continues]

Uh, Mr. Solo, a few questions.

And if you please, a few answers.

The young lady here would like to find one Luther Sebastian.

Who is he? When may I expect him?

Difficult questions, doctor.

Then you must consider the answers carefully, Mr. Solo.

Turn on the sand.

[dramatic music]

'Let me know if anything comes to mind.'

Water is a precious commodity in the desert

so we converted this device to sand.

[music continues]

They have monitors in all the hallways.

Check all alarm circuits.

Everything negative, sir.

I should have known.

Never to trust a woman who's always on time.

It always indicates a much deeper problem.

We have to find the right circuit

'to kill that whole monitor system.'

Time is running out, Mr. Solo.

[music continues]

[grunting]

[device beeping]

Pardon me, sir.

Our 10 o'clock security check revealed two of our men

found unconscious at the perimeter of the estate.

Why was this not reported to me earlier?

We were investigating.

We didn't wanna disturb you until, uh

'we found something conclusive.'

Of course. Anyone can make a mistake.

[music continues]

[thud]

But not just anyone can work for me.

Sir, the monitor system has gone out in section five.

Switch off the warning alarm. Activate red light security.

[dramatic music]

Wait here.

[music continues]

[grunts]

(Kuryakin) Uh-uh. The walls are sensitized.

So is the floor.

'You drop as much as a feather'

'you'll hear nothing but alarms.'

What about the face of the safe?

Same.

(Parviz) 'There is only one way out, Mr. Solo.'

[coughing]

[music continues]

[grunts]

[music continues]

[clicking]

[flickering]

I'll be back in a few minutes.

Where do you think you're going?

Napoleon may need some help.

That's his problem.

I'll be back in a few minutes.

[intense music]

(Parviz) 'This is your final opportunity, Mr. Solo.'

[coughing]

Monitor circuits in section five have been cut, sir.

There's also a hole in the roof.

Seal off all exits. I'm going to section five.

- I don't think he's gonna talk. - I don't think either.

Turn off the sand. Well, you're not gonna let him die!

That is exactly what I'm going to do.

That is why I am a successful scientist

and he's going to be a dead spy.

Well, then, why am I still alive?

We'll discuss that later. Privately.

[dramatic music]

[clanking]

[grunts]

[music continues]

[grunts]

Turn that off, or I'll turn you off.

- The switch is right there. - Do it.

[music continues]

Oh, no. Please take me with you.

I'm a friend of Mr. Solo, uh..

[grunting]

[gunshot]

[electricity crackling]

[gunshot]

[alarm blaring]

[alarm blaring continues]

[grunting]

[beeping]

[dramatic music]

[gunshots]

Ah!

[gunshots]

I brought your friend.

Swell. Where's Sebastian?

[dramatic music]

[crackling]

[alarm blaring]

You may come out from there.

[grunts]

[gunshot]

Violence is our department, remember?

Well, look at the positive side.

He'll, uh, never build another thermal prism.

Are you dying? Are you?

By special surgery, a tiny transmitter

was implanted in his heart.

When his heart stops, an auto-destruct mechanism

is activated and the building will explode.

He said to me many times

"You can't take it with you."

[alarm blaring]

That's the beginning. The auto destruct.

- How do we get out of here? - You can drive. Come on.

(Kuryakin) 'Get the prism.'

[alarm blaring]

[tires screeching]

[dramatic music]

[crashing]

[rumbling]

[explosion]

[gun fire]

[music continues]

[gun fire]

[music continues]

[explosion]

(Sebastian) Very good, Carl.

I think I have a number of questions to ask you.

Hmm, just one really. What am I doing?

And the answer, Mr. Solo, is that

I'm keeping the thermal prism for myself.

After all, I planned this entire expedition.

'I couldn't get in to the Kharmusi estate'

'with my personnel, so quite naturally'

'I agreed to let UNCLE do the job for me.'

You'll get the general idea, I'm sure.

Hmm. I'm afraid so.

You seemed to have planned everything carefully

including the right safe in the vault

so that we'd be sure and recruit you.

Actually, Azalea handled that for me.

Oh, but credit where credit is due.

We couldn't have done it without you.

Put them on the boat, and tie them up.

(Solo) 'Your plan is somewhat incomplete, Sebastian.'

The prism is only marginally effective unless it's in orbit.

You'll have to do that for yourselves.

I don't think we'll be interested in helping you there.

Thank you. I've taken that into consideration.

You remember these gentlemen, Mr. Solo.

'Disciples of the 3rd Way?'

The white hair was my idea.

A sign of fealty.

Yes, um, Azalea is our high priestess.

She should be.

Assuming you get the prism into orbit, what then?

The 3rd Way will demand a national homeland

for its followers.

We will control the balance of power in the world.

You know what I think? I think you people are strange.

'Really strange.'

I don't know who you are, but I have a feeling

you probably deserve whatever happens to you.

Your contact ship's out there. We'll deliver you to them.

I wouldn't suppose this ship were rigged to blow up.

Wouldn't you?

I would.

Come, Azalea.

(Sebastian) Full throttle ahead.

[intense music]

[boat engine revving]

- 'No reply, sir.' - Something must've gone wrong.

(Waverly) 'She's on a collision course.'

Shall I order the boat destroyed?

[sighs] Yes.

Prepare torpedo launch.

[boat engine revving]

Fire one!

Did you hear that?

Sounds like they fired a torpedo at us.

'They did!'

[dramatic music]

Over the side!

[explosion]

Put a light over there.

The rope, sir. We can use a rope!

The water is s-s-somewhat c-c-cold.

Alright.

I assure you we have considerably warmer water

for you if you don't have the prism.

[instrumental music]

The research computers cannot confirm

Sebastian's rocket capabilities.

Not enough data.

If Sebastian can find a way to launch that prism into space

he'll be in a position of incredible power.

We must use every precaution, gentlemen.

Time is against us.

The Aegean Island has been abandoned

and the Athens office reports they've found no clues.

Here's something though.

Sebastian has a wife..

...living in Los Angeles.

Evidently separated.

It's not much of a lead to be sure.

- Better check it out, Mr. Solo. - Yes, sir.

Uh, what about the girl that jeopardized your mission?

'Where is she now?'

She's in debriefing, sir.

I don't believe she'll cause us anymore trouble.

[alarm blaring]

What happened?

We had just finished debriefing

when she slipped out of the room.

We found her in the equipment section pilfering.

I'll take her to reception.

I was just admiring your marvelous equipment.

Why, if I had all this at my disposal

I'd find Sebastian in no time at all.

You're certainly not doing much to find him. My poor Hugh.

Why, we've been engaged for eight months now

and all this time, he's been rotting in a Turkish prison.

And do you know why?

Because your friend, Mr. Sebastian framed him.

Well, don't you care? Don't you care at all?

[intense music]

[window rattling]

Sebastian was graduated from Harvard at the age of 18.

'We were married then in Des Moines.'

But everyone resented Sebastian.

They said he was too smart for his own good.

So he went his own way. I haven't seen him in eight years.

'Now you know all there is to know.'

So please leave from where you came.

You often give these guided tours?

CIA, the FBI, Scotland Yard, and the Better Business Bureau.

Over the years, they've all been here at one time or another.

I'm used to the traffic though I think, uh

five o'clock in the morning is a little too much, don't you?

I'm Napoleon S-O-L-O from the U-N-C-L-E.

Mm-hmm. It's been, uh, some time since an UNCLE agent was here.

I thought you had forgotten about us.

No. We never forget.

Oh, please do and leave me alone.

A question, if you haven't seen him in the last eight years..

...why do you stay here and keep up this charade

as Mrs. Luther Sebastian?

Oh, I have my pride, Mr. Solo.

What if everyone in Des Moines found out that I was living here

like this so...alone with nothing?

Hmm. What would they do? Tell me.

Oh, they'd talk.

Mm. One last question.

Uh, why should I believe you?

Oh. Because I'm lonely.

Well, I think I'll, uh, just take a look around

if you don't mind.

Oh. Help yourself.

I'll, uh, slip into something more comfortable.

Oh, it's, uh, on second thought

I don't think I'll find what I'm looking for here.

[chuckles]

- Are you sure? - No.

That's the chance I'll have to take though.

Goodbye.

What kept you so long?

May I speak to Mr. Sebastian, please?

This is Mrs. Sebastian.

Yes, I'll wait, but please hurry.

I'll need a computer possibilities breakdown

on missile transports.

Have it on my desk by morning.

I'll try, sir, but that's a big job.

I don't know if I'll have it by then.

- You will. - Yes, sir.

Make a note to have Carl sent on that volunteer assignment

scheduled for tomorrow.

- Yes, sir. - I like the way you said that.

It has a nice tone of..

...respect, efficiency.

- Yes, sir. - Keep it up.

Yes, sir.

[telephone ringing]

- Yes? - It's me.

I miss you.

Oh, it's you.

Well, you know I can't live much longer without you.

There was an UNCLE agent that just left here.

- 'Napoleon Solo.' - What?

He's...still alive, huh?

Well, thank you for the call, dear, I'll, uh..

...be sending you a little something extra this month.

Luther? Where are you now?

When are you coming home?

We're not to talk of that, Laura. You know I have my work.

Signal the men stationed outside my wife's house

to pursue and destroy the spy that just left there.

Yes, sir.

I guess it's no secret.

My wife doesn't understand me.

[dramatic music]

[tires screeching]

[explosion]

[gunshots]

[music continues]

[explosion]

Turn around. Slowly.

[gunshots]

[intense music]

[radio beeping]

(woman on radio) '69-S, please. Assignment confirmation.'

This is 69-S. Assignment completed.

(woman on radio) 'Your application for volunteer duty'

'has been approved, 69-S.'

'You're to proceed immediately to Sierra Canyon Highway.'

'Set your homing monitors on frequency D.'

'I repeat, proceed immediately.'

I'll be there.

[intense music]

- You're too late for breakfast. - I know.

I ain't about to do any more cookin'.

It's my misfortune.

Mom, it's time. Will you turn on the set?

Mom! Please.

Turn on the set, Mom.

Keep a lookout in the back, Mom.

Keep 'em covered, Mom!

(Sebastian on TV) 'Good afternoon, gentlemen.'

Today, you embark upon a mission of paramount importance.

Our future, the future of the world..

...depends upon the outcome of your mission today.

This afternoon, gentlemen, you will obtain for us

a United States government rocket.

This rocket is the final stage in our grand design.

With it, we shall put the thermal prism into orbit.

And the world will be at our feet.

'I'm making a special close circuit appearance'

to our faithful members across the country today.

They will gather in their meeting places

anxiously awaiting the mission-accomplishedsignal

from you men.

Good luck.

And...keep the faith.

You four men will go with 18-B here

and he'll fill you in on the way.

The rest of you will be coming with me in the truck.

Now you leave your car keys with Mom

and she will dispose of the cars.

- Where's the, uh... - That door.

Excuse me.

Open Channel D, please.

[beeping]

- Kuryakin here. - Alright.

I'm pressed for time, Illya. I'm on the inside.

With any luck, I'll get to Sebastian's headquarters today.

Now get this, Sebastian is using a close circuit system

built by West-Industries. It may lead..

- Come on. Let's go. - Napolean?

Napoleon?

Thanks, Mom.

If everything goes right, Mom

I'm gonna be taking you away from this place pretty soon.

I like it here.

I know. I know.

Creeps.

Open Channel D, please.

Don't get too close. He's very tricky.

I've checked out Mr. Solo's lead.

Security research informs me that an organization known as

Three Way Incorporated recently purchased a close circuit

television system from West-Industries.

(Kuryakin on radio) 'It was delivered to a local address'

a vacant motion picture theatre.

Checking further I discovered that the theatre was purchased

only a few weeks ago by Three Way Incorporated.

Well, I would suppose that the theatre is a meeting place

for Sebastian's organization.

- Best check it out. - I'm on my way there now, sir.

Oh, I just hope he leads us to that awful woman

that killed poor Hassan.

Mmm.

Did anyone ever mention that you look

exactly like your brother?

Uh. Uh.

[horn honking]

[dramatic music]

Alright, men. Come on out.

There she is.

The rocket's on that flatcar.

Now we gotta select a drop man.

Take out your ID cards.

I'm gonna do this very democratically.

The highest number which is issued to the newest member.

Ah. 69-S.

Looks like it's you.

[helicopter whirring]

This explosive has a ten-second timing device.

It's just about right to, uh, gobble a flatcar.

Now you'll time it so that once you drop in a flatcar

you can blow the coupling right away.

And we'll take care of the rest.

What about the guards?

The other unit will take care

of the ones on the outside.

Uh, the car in front of the rocket

is full of federal agents, but, uh

we'll be in and out so fast, they won't know what hit 'em.

Alright. I'll count on it.

Good luck. Keep the faith.

[dramatic music]

[train bell ringing]

[music continues]

[train bell ringing]

[gunshots]

[music continues]

[thwacks]

[music continues]

[beeping]

[beeping]

[helicopter whirring]

[train bell ringing]

[dramatic music]

[train bell ringing]

[music continues]

[train bell ringing]

[train bell ringing]

[helicopter whirring]

[train bell ringing]

[train chugging]

[explosion]

[train bell ringing]

[intense music]

[train chugging]

[music continues]

[thud]

[music continues]

[metal screeches]

[thud]

[music continues]

You did a...good job.

But you'll have to ride in the back with the rest of the men.

- Hmm? - I can't show any favoritism.

Oh, yeah. I understand.

[instrumental music]

[engine revving]

[music continues]

[cracking]

[door closes]

[grunts]

[grunts]

[dramatic music]

[intense music]

[music continues]

[woman screams]

[music continues]

[intense music]

[dramatic music]

[indistinct chattering]

[music continues]

Brothers and sisters..

...the great throbbing heart of the 3rd Way embraces us.

[instrumental music]

We who are dedicated

to a new mystical insight

'transcending all others'

'till death do us part.'

We have rejected society with all its false values.

But never forgetting... that society rejected us first.

'Brothers and sisters..'

...you have found refuge..

...when all about you were losing theirs.

'A place for all of you..'

'...and all of you in his place.'

The cry goes out

to every nation.

Send us your tired..

...your automated, your exploited..

...yearning to break free.

(man on speaker) 'We put you now to 3rd Way headquarters'

'for an urgent message.'

(Sebastian on screen) Uh, good afternoon, my brothers and sisters.

I have just received word from our special forces unit..

...that they have successfully acquired

the United States government rocket.

'The rocket is now on its way to headquarters.'

'This rocket is the, uh, final in a series of, uh'

'unofficial acquisitions we've made over the past months.'

'Uh, with it, we now have sufficient..'

Open Channel D, please.

[coughing]

(Sebastian on screen) '...to launch the thermal prism into orbit.'

'Within a matter of hours, we will control'

'the most powerful weapon in the world.'

'And now..'

'...my followers..'

'...it will be up to you in your individual chapters'

'to carry through on the local level.'

'Once the prism is in orbit, you will form into tactical units'

'as indicated in your manuals.'

You will then perform communications control

carry out all necessary assassinations

and generally maintain order

while the world is responding to our requests.

'Until then I remain..'

...your humble servant.

Goodbye.

And...keep the faith.

This man is a trespasser.

We forgive him... in our own way.

[intense music]

[Kuryakin grunts]

I think that he and the young lady..

...have just won a free trip..

...to Los Angeles.

[intense music]

[car engine revs]

Very good.

Drive it to headquarters! Time is of the essence!

[engine cranks]

[engine revving]

This is an historic moment.

What you men have done today will be long remembered

by the peace-loving peoples of the world.

'You have proven yourselves worthy of the 3rd Way..'

'...and the 3rd Way will show its gratitude.'

I have a small surprise for you.

Azalea!

'You all know our high priestess, Azalea.'

- Keep them covered. - Hmm.

A little something from the management.

[indistinct chattering]

[indistinct chattering]

The jewel pin on Azalea.

It's one of ours.

I'll have Mr. Waverly put a tracking scanner on it.

What does Sebastian have in mind for you?

I don't know.

Nothing good I'm sure.

[indistinct chattering]

Another brother.

[indistinct chattering]

[clears throat] You, uh, want me to go to headquarters with you?

No, Carl.

You deserve to stay here with your comrades.

Enjoy.

Hey.

[instrumental music]

Whoo!

- Hi there. - Hi.

- Hi. - Listen, I have to make a call.

- Oh, no! - No, I really do.

No, don't.

[indistinct chattering]

[instrumental music]

[intense music]

In case you're wondering why you're still alive..

...you will have the great privilege of witnessing

my people put the thermal prism into orbit.

(Kuryakin) And use UNCLE as a mouthpiece to..

...relay your demands to the world, I suppose.

Exactly.

I think your organization should be very helpful.

It'd save me a lot of paperwork.

[instrumental music]

[indistinct chattering]

[music continues]

- I found you again. - Uh-huh, so you did.

Look what I brought you.

Listen, I still have to make that phone call.

Oh, you'll like me. I make friends easily.

I-I-I'm sure. I'll be right back.

Oh, no! I can't take another rejection, mister.

[laughing]

Oh, now you'll have to stay

and slip into something nice and warm.

I understand your natural enthusiasm.

Say, I thought there was something funny about you.

Your hair dye..

...isn't supposed to come off.

Hey, he's a fake!

Hey, everybody! He's a fake!

[girls screaming]

[gunshots]

What is that?

Oh.

It isn't mine.

Of course not. It's a homing device.

Which one of you did this?

What difference does it make?

None, really. What's the matter with him?

Why doesn't he speak when I ask him a question?

Well, when Omar was in the circus with his brothers

well, he used to lie on the ground

and life weights over his head.

One of them dropped.

Then put the pin on him.

[gasps]

Put it on!

What do you have in mind?

Well, he won't make..

...much of a career, will he?

[tires screeching]

Happens all the time on the freeways.

The, uh, party at the warehouse

must be well underway.

Oh...thank you.

Thank you for reminding me.

Loyalty is..

...something that's difficult to measure.

[gunshots]

[all screaming]

[gunshots]

[girls screaming]

[gunshots]

[all coughing]

[gunshots]

[electricity crackling]

[gunshots]

[all coughing]

Don't tell me. You're another one of the Aksoy Brothers.

I'm Kareem Aksoy.

How did you know?

Just lucky I guess.

[tires screeching]

You're not tryin' to tell us that you're gonna

launch a rocket from this building.

It must be some kind of hoax.

I can't believe you're really serious.

He is serious.

Yes, he is. Isn't he?

My technicians formed an opening in the roof

directly above the rocket.

Now, this side of the building has been reinforced

'to serve as a silo.'

I think the old man is about to speak.

What's the matter with him?

He hasn't uttered a word in 20 years.

The belief is that when he speaks

the 3rd Way will inherit the Earth.

You probably believe that too.

I am the high priestess.

It's my job to believe it more than anyone.

[all sighing]

Well, uh..

...I'm sure that, uh, once the thermal prism

is launched tonight, the old man will speak.

And appropriately so..

'...for then we'll be prepared'

to fulfill his mystic destiny.

Return to your stations.

I don't want to be a killjoy, but isn't the control panel

rather close to the base of the rocket?

It could explode, you know.

No danger, Mr. Kuryakin.

The shield around the base is composed

'of a special heat resistant alloy.'

One I created myself, as a matter of fact.

My people will be..

...well protected.

Uh, put these two under guard

in the observation booth.

[intense music]

That's all of them, sir.

Sign on the bottom, please.

Thank you.

How long have you been watching this warehouse?

Day and night for six months.

The one day I'm late returning from lunch, I miss Sebastian.

[radio beeping]

Excuse me.

Solo here.

We've traced down their homing device

Mr. Solo.

It was found on the body

of one Omar Aksoy.

(Waverly on radio) 'Nowhere near Sebastian'

'needless to say.'

Do you have anything specific

on Sebastian from any other sources?

Nothing yet, Mr. Solo. No, not a thing.

I'm sorry about your brother.

I will repay Sebastian.

One thousand fold.

[intense music]

The computers are locked in, sir. All systems go.

All units secure countdown positions.

Confirm all tower tracking zones.

Double lock all computers.

Confirmed.

Alright!

Countdown set for zero hour minus fifteen minutes.

[door bangs open]

(Solo) 'When I left here last night, they almost killed me.'

'Now, you got them onto me.'

You know how to get in touch with Sebastian.

[gasps]

I want you to get in touch with him for me, now!

- I can't. - Now!

Oh, honest, I can't.

I'm afraid you'll have to.

Now, look, the world is running out of time

and I'm running out of patience. Now, are you going to..

[radio beeping]

(woman on radio) 'Report to headquarters, Mr. Solo.'

'Emergency, pattern 14.'

I'm afraid you'll have to wait. I'm about...

'That's a direct order from Mr. Waverly.'

Alright.

I'll be back for you.

[engine revving]

(man on PA) 'H hour minus 11 minutes, 15 seconds.'

[telephone ringing]

[door bangs open]

Thanks.

I knew you'd oblige.

Hello. Hello?

There's a malfunction in the nose cone interlock.

Well, get someone tofix it!

Emergency clearance.

I want a circuit breakdown on a local area

on FRL23-MP246.

[dramatic music]

[sobbing]

There is no need for those.

These aren't for me.

I was just thinkin' of my poor Hugh.

At this very moment

give or take a few hours time difference..

...he's rotting in that awful Turkish jail.

And if somethin' happens to me, he'll never get out.

We've pinpointed the location, sir.

1-5-4-4-4 Wilshire Boulevard.

Uh, backup units are on the way, Mr. Solo.

That should be it.

I want that nose cone repaired!

Now!

[dramatic music]

[whooshes]

[gunshot]

[intense music]

Too late, Mr. Solo.

(Sebastian on PA) 'We began without you.'

[thud]

[music continues]

[gunshot]

He's very annoying.

Can you force the door open?

[door creaking]

[thud]

They must be at the lowest level.

[music continues]

The interlock..

...is it fixed yet?

Well..

Lock all computers, finalize all procedures!

[music continues]

[grunts]

(man on PA) 'H hour minus five minutes.'

[music continues]

[door creaking]

Against the wall!

[gunshots]

[intense music]

(Sebastian) The rocket is on auto control, Mr. Solo.

You can't stop it now.

You've done a good job, the best you could do, but it's all over.

[grunting]

'And even if you send me to jail, I'll get out.'

And the thermal prism will be

up there waiting for me.

Maybe not.

[dramatic music]

[groaning]

Solo!

[thwacking]

[grunting]

[glass shattering]

[glass shattering]

[grunting]

(man on PA) 'Ten, nine, eight'

'seven, six, five'

'four, three, two'

'one, zero, fire.'

[whooshing]

[instrumental music]

[intense music]

Alright, destroy all that equipment.

[metal clanking]

[banging]

[sizzling]

[explosion]

(Kuryakin) 'He's dead.'

[sighs]

I wonder what he would've said.

Thank you.

A visitor for you.

Oh, thank you, Napoleon.

Oh, thank you.

My darlin' Hugh finally released from prison

and you arranged everything!

Oh, thank you!

How do you do? I'm Ali Aksoy.

Where is Hugh?

- Where is he? - You must be Annie.

Well, where is Hugh?

Uh, dear, he isn't coming.

Well, it seems his mother

was notified of his release

and she was waiting at the prison gate.

Well, even though he was jailed unjustly

well, as was I

well, the family kept the entire affair a secret, you know?

Uh, but...but he, uh, he did ask me to give you this.

Oh.

At least he sent the ring back.

What are you going to do now?

Find somebody that fits this.

Well..

...thank you, Mr. Solo, anyway.

[clears throat] Uh, I'm indebted to you, sir, for my release. Thank you.

Dear, lady, I'm at your service.

May I be of assistance?

(Solo) 'Never can tell.'

The ring might just fit him.

[instrumental music]

Well..

...we'll just have to find out, won't we?

[music continues]

[sighs]

- Anything new? - Not much.

Revolution in the Orient

a multi-million dollar train robbery in England

five kidnapped scientists

and a plan to melt the polar ice cap.

Good, I think I'll take the afternoon off.

[instrumental music]

[theme music]

[music continues]