Original subtitles

KAREN: Where are you taking me? BEN: There's a group of skitters...

who have an ability to resist harnesses.

- Act of their own free will? - Don't know how they did it.

They've started a rebellion against the Overlords.

- How did you find out about this? - Their leader contacted me.

- How? - Through my spikes.

Same way we connected.

When I was harnessed, I saw and heard a lot of stuff.

I mean, I could tell them all kinds of things.

Battle plans, defenses.

Maybe, but we do still have to find them.

How?

- Skitters. - Close by.

- Rebels? - Don't know yet.

[SKITTERS CHATTERING]

- Hold it. Those aren't... - You're right, Ben.

They're not rebels.

They're with us.

It's as you predicted.

He's been in contact with the rebel leader.

You're wasting your time.

I'm not gonna say anything.

Come on, Ben.

Don't be like this.

You remember how it felt, being connected...

completely?

Fully?

There's so much I wanna show you.

Teach you.

We're going to do things together.

You can't even begin to imagine.

[GUNSHOT]

TECTOR: Go, boy!

Go get some!

Ben, get down! Get down there!

MAN 1: Move, move, move!

TOM: Dai, Anthony, keep them busy!

MAN 2: Come on! Come on! Give it up!

[MECHS POWERING DOWN]

HAL: All the mechs are standing down.

- What the hell? - They don't wanna risk it getting hit.

He's too important.

Then I guess you're coming with us.

Ouch.

[ANNE SIGHS]

Oh, I can barely move.

That's the idea.

It will remind you not to tear those stitches again.

MAGGIE: They've been gone over an hour. Ugh.

I should have gone with them.

Not with that wound. Maggie, you need to take it easy.

Right.

Your bus is topped off and ready to roll for Charleston.

You didn't need to come tell me that.

Well, if we're gonna be stuck in different vehicles for 500 miles...

I wanna grab all the Lourdes time I can.

He hasn't left the window since they went after Ben.

How long do we wait? If Karen knew we're here, so do the aliens.

Only a matter of time before they lower the hammer.

For all we know, Tom's patrol could have been in an ambush...

MATT: They're coming back.

They're bringing Ben back and we're not leaving until they do.

WEAVER: Damn straight. Jamil, what are you doing...

when we can't get the GTO working right?

- I'm on it, sir. WEAVER: You better be.

We're moving out as soon as Tom's back.

Captain Weaver, what are you doing out of bed?

- My job. - You've got no business walking...

- after what you've just been through. - Noted.

Now, is the med unit gonna be ready to move out?

- Lourdes sent the last stretcher down. - Good.

There's still a lot of medical supplies down in the basement.

No telling when we'll come across a cache like this again.

Take Lourdes. Liberate what you can. Be back in 20 minutes.

All right.

They're gonna need security. That's you, Matt.

Start moving, soldier.

Yes, sir.

Captain, you're gonna wanna see this.

What the hell are you doing out of bed?

The next person that asks me that is gonna get knocked upside the head.

- Noted. - Glad to see you got Ben.

- What about Karen? - She slipped away.

But I brought you something else.

Hell of a catch, huh, cap?

WEAVER: Whoa.

I understood the objective was to recover your son.

And instead you bring back a fish-head?

We had no choice. This may be our ticket out of here.

Tom, we need to get on the road to Charleston now. That was the order.

I'm changing plans. We'll take him to Charleston.

But I think we got bigger problems.

[MECH FOOTSTEPS THUDDING NEARBY]

[WEAPONS FIRE AND EXPLOSIONS]

Anthony, Dai, lock that big bastard down in the psych ward.

Tom and Tector, on me!

- Lyle, help the captain. - I'm fine. Let's move!

Move!

[WEAPONS FIRE]

Mechs must be hungover! They can't hit crap!

They don't wanna risk hurting their Overlord!

Draw your fire! Conserve your ammo!

There must be some reason they're shooting.

All this noise is to keep our attention on them.

While they sneak in the back door? I'll check it out.

WEAVER: Cover him! Cover Tom! MAN: Copy that.

TOM: Crazy, come on! WEAVER: Boon, Tector!

Just leave it. We need to get upstairs.

Get down!

They backed off after the explosion. Whatever you did back there...

seems to have settled them down.

I hope so.

Tom.

I know what you're gonna say, captain.

This is the kind of hard choice I was talking about.

I'm not offering Ben up as a sacrifice.

I'm not suggesting that for a moment.

But we cannot protect him anymore.

I got lots of parents with lots of children here.

Every single one of them is put at risk because of what Ben has brought on us.

- That's not fair. - It may not be fair, but it's true.

And if you had any objectivity, you would know that it was true, Tom.

Tell me what to do.

Well, right now, we're surrounded by the enemy.

And we're just gonna...

No easy answers. We're gonna have to wait and see what their move is.

KAREN: Tom Mason!

Well, that didn't take long.

KAREN: Tom, are you there?

TOM: What do you want, Karen?

KAREN: Things have spun a little out of control here, Tom!

Let's all take a deep breath and talk this out!

Start talking!

KAREN: Your prisoner, my master...

turn him loose and you're all free to leave.

And if we don't?

Things can only get worse, Tom, and none of us wants that to happen.

Hal, I'm glad you're okay.

I was worried Ben hurt you.

Really, Karen? Worried?

Yes.

- Very worried. - You gonna make another speech...

about how the aliens forced you to kidnap Ben...

and how horrified you were by it all?

My master wanted to take a more aggressive approach.

As difficult as this may be for you to understand...

I am still trying to protect you.

- You can't have Ben. - Yes.

That's clear now.

Hand over my master and your lives will be spared.

Pull your forces back. Once we're clear to the hospital, we'll release him.

How do I know you won't kill him the moment he's out of sight?

You'll have to trust us.

- Trusting you is problematic. - You don't have a choice.

If you won't listen to me, talk to him.

You've spoken with him when you and I were aboard his ship.

[ELECTRICITY CRACKLING]

[COUGHING]

Dr. Glass, are you okay?

Yeah, I think so.

- Are you okay? MATT: Yeah, yeah.

[LOURDES GROANS]

Lourdes? Lourdes, are you all right?

[COUGHING]

Yeah.

Let's... Let's get out of here.

There's a stairway.

That way.

She said she was acting of her own free will.

- Why would she do that? - It doesn't matter.

What matters is she's got us boxed in tight.

We couldn't trust her to keep a deal even if we made one.

We need to figure out a way out of this.

WEAVER: Tector, we need to recon the alien positions.

- Pick a team. - Yes, sir.

Boon, you up for a little sneak-and-peak?

Creeping and peeping?

- It's what I live for. - Attaboy.

You take Tyreen and work your way out.

Find out if them cockroaches have any weaknesses we can exploit.

If they've got them, I'll find them.

- GTO's fixed, captain. - Good work, Jamil.

Pal, I want you and Maggie to go check out...

that access tunnel we found in the east wing.

See if it comes out beyond the alien position.

If we go through that tunnel, we'll have to leave our vehicles and gear.

It beats dying in here.

Let's hope we think of something better.

Have you seen Anne and Matt?

They went to commandeer supplies from the basement.

I'd feel comfortable if they were inside our perimeter.

I need you up here. Jamil can do that. Come on. Let's move, people.

- I'm on my way. Yup. - Thanks, Jamil.

BEN: Hal. - Yeah?

I screwed up. You never should have come after me.

What you talking about? You're my brother.

I should have left weeks ago. I knew it.

Everyone's in danger because of me.

It's not your responsibility. That was Karen. She played us both.

They tried to kill the leader. They were bound to come after me. I knew that!

Hey. Go check out that access tunnel.

Cut yourself some slack. We're gonna get through this.

If we do, I'm gonna leave the 2nd Mass.

- No. We'll figure something out. - Dad...

- Stop trying to hold on! - I'm not.

Dad, I'm leaving. Accept it.

You're coming to Charleston. Tell them about the rebellion.

Because that worked with you. You threw their leader in a cage.

You think it would be better with strangers?

- You're 15 years old! - I'm doing this my way!

Fifteen-year-olds fought in the American revolution. Why can't I?

- Because you're my son! - That's exactly why I have to do this!

The other reason is down there.

What, the Overlord?

When he was near me, he was trying to worm his way through the spikes...

- trying to get inside my head. - To find out what you know.

Did he get anything?

No.

But I don't know how much longer I would have been able to hold him out.

Dad, he's scared.

This rebellion terrifies him.

Keep your distance, huh?

- What's he been doing? DAI: Sitting there like a waxwork.

ANTHONY: It feels like he's laughing at us.

JAMIL: Move back!

- Move back! LOURDES: Jamil?

JAMIL: Move! Move back!

LOURDES: Jamil?

[JAMIL GRUNTING]

Oh, God, no.

Are you okay? Jamil. Jamil, can you hear me?

Jamil. Jamil, do you know where you are?

[JAMIL GRUNTS]

We're gonna have to move you so I can take a better look at you, Jamil.

LOURDES: Look at me. - No!

[RATTLING]

MAGGIE: Here it is.

[GRUNTING]

Great.

- You still thinking about Karen? - No.

Yeah. When I look at her, she seems like the same person I used to know.

She has the same eyes that just cut right through you.

When I look at them, I can't help but think...

I used to hold this person in my arms, kiss her.

Even thought I was in love with her.

You still in love with her?

No. Of course not.

I don't know.

How can I be, right?

I just wish I could get my brain to quit spinning, thinking about her.

So, what happened to "I'm not the right person for you, Hal"?

I changed my mind.

Just like that?

Yeah.

Just like that.

[SCREECHING]

[RATTLING]

There are more scratching noises coming from up there.

Just try to relax. We've got you.

I love you. - I love you too.

[LOURDES SPEAKS IN SPANISH]

[IN ENGLISH] We'll get you out of here. Just hang on, okay?

This should help us get him upstairs.

JAMIL: No. Go, go, go.

No, I'm not leaving you.

MATT: This is weird. - What?

These holes weren't here before.

- Matt, don't. Come here. - The sound is louder too.

[JAMIL GRUNTS AND GROANS] [ANNE & LOURDES SHRIEK]

He's full of them!

They used him as a Trojan horse!

- Matt, go! We gotta go! - No, we can't leave Jamil!

You can't help him! He's gone!

Come on!

Those things can eat through metal?

So can rats.

LOURDES: There's nothing we can do.

They're gonna eat us from the inside out just like Jamil.

That's not true. We're getting out. I don't wanna hear anything different!

I told you. Look!

We can't get through that.

First skitters, harnesses, eyeball worms, now these.

- What will the bastards hit us with next? HAL: It's a tough mother.

Had to hit it 15 times to kill it.

We can't let these crawlies get past our defenses.

Hal, Maggie, you get construction boys to seal every vent...

all access to the basement. Every drain.

- Anne and Matt are still with Lourdes. - Jamil went to get them.

They're back by now.

Figured you might need help killing these.

TOM: Did you see Anne and Lourdes? - No.

Ben, you're with me.

Mind if I tag along? I'll follow your lead. You have my word.

We'll see what that's worth.

Let's go. Keep moving.

- I got it. All right. You need any nine? CRAZY LEE: Never leave home without it.

[WEAPONS FIRE NEARBY]

Mech fire. Best guess, half a mile out.

Think the cockroaches spotted our patrol?

- They're not shooting at stray cats. - No, they're not.

That's M14. That's Boon's rifle.

- That's a 556. - Tyreen's M4.

- Doesn't sound like they're moving. - Damn it.

- They must be pinned down. - Come on, Boon.

If you don't move, you're dead. Move, you son of a bitch.

Come on. Come on.

If he can get out, those things can get in. There could be hundreds in there.

It's our only chance.

Okay, Matt. Tell anybody you find that we're trapped in the blood lab, okay?

- In the blood lab. Got it. - Okay.

- Okay. - Take this.

You'll need it more than I will.

And don't worry.

I'll bring back help.

KAREN: Captain Weaver, are you there?

Captain?

Can you hear me?

What do you want, Karen?

Would you check these oxygen cylinders?

- See if you find one with something in it. LOURDES: Why?

Need to think about what we're gonna do if things get in.

That's easy. Die.

Lourdes. Pull it together, Lourdes. I need you.

We're gonna get out but it's gonna take both of us.

Now, find me an oxygen cylinder that still has pressure in it!

Let's give these critters something to think about.

[MATT WHIMPERS]

Matt?

- They're after me. Crawlies are after me. - Where's Anne and Lourdes?

- In the blood lab. - All right. Get him upstairs.

Matt, come on.

KAREN: Captain, one of your fighters has a message for you.

Damn.

Boon, I told you to keep your flapping lips shut on patrol.

No.

CRAZY LEE: Damn it, Boon! Run!

Come on, Boon! Move!

- Come on, come on, come on. CRAZY LEE: Damn it, Boon! Run!

No!

[BOON GRUNTING]

[GUNSHOTS]

Save your fire, Tector.

Save your fire.

KAREN: Consider it a warning, captain!

You're out of time!

- How you doing? - Almost finished.

- Go! - We're out of time!

Ready?

Go!

Go!

- Let's go! ANNE: Go!

TOM: Get out of here, Pope! Don't look back!

I'm right behind you!

Move! Move! Come on! Come on! Move!

TOM: Let's go! Let's go! - Move!

Okay. Seal that door.

It's only a matter of time before they eat their way through, cap.

- What about Boon's patrol? - They didn't make it.

Where's Jamil?

He didn't make it either.

He...

Lourdes, I'm sorry.

- Where you going? - To pay a visit to our guest.

BEN: Dad! - Hal, Tector, Maggie, back on the line.

- Open it. - Yeah.

This siege ends right now or you do!

BEN: At last we have the chance to speak again.

I've been looking forward to it, Professor Mason.

Ben?

I'm afraid he can't hear you.

What do you want?

Peace.

Didn't think your kind had humor. How does genocide equal peace?

If we'd come here to commit genocide, every one of you would be dead.

We have no interest in annihilating your people.

- Think of it as a correction. - A correction?

Yes. Your planet, like so many we've been to, is to put it bluntly...

spiraling out of control.

You fight to the death over dwindling resources...

while your population continues...

We don't need your help solving our problems, thank you.

BEN: Of course.

Once our task here has been completed, we will move on...

- What task? Why are you here? - That is none of your concern.

But disrupting our operations and continuing to obstruct the inevitable...

can only result in more pain and suffering.

Except we aren't alone anymore in resisting your occupation.

BEN: You referring to the so-called rebellion?

- I am. And they scare the hell out of you. - We will defeat them.

Perhaps, but you haven't managed to defeat us yet.

And we will continue to bleed you every day that you're here.

You don't have the strength, the fanatical will, to prevail against us.

You're weak, crippled by sentiment.

Case in point.

[BEN GASPING AND GRUNTING]

Stop it!

Please!

Sentiment.

Weakness.

You are in over your head, Tom Mason.

Now release me before it's too late.

Okay.

All right.

I understand now.

[OVERLORD GROWLS]

[INDISTINCT SHOUTING NEARBY]

Anne's trying to patch up the hole.

But I don't have high hopes for our fish-head friend.

Karen was right. The situation is out of control.

I'm sorry.

He was killing Ben. If it had been your daughter...

I'd have been tempted to do the same.

But we cannot let our emotions get the better of us!

You're right.

Easier said than done.

On the bright side...

things aren't going any better for the Overlord than they are for us.

Huh. Yeah. You don't often see fish-heads in the field.

This one took a hell of a risk coming after Ben.

He was trying to get inside of his head.

Find out what he knows about the one-eyed skitter.

Oh, the one leading the so-called skitter uprising then.

- I'm convinced it's real. - Come on.

A bunch of cockroaches reading DasKapital?

If the rebellion isn't real, then nothing that's happened makes any sense.

Why go through all the trouble to have Karen come here and steal my son?

Because they wanted Ben to lead them to us...

- to find out where we were headed... - No, no, then why not kidnap you?

Truth is, we don't pose enough of a threat to be worth all this effort.

But if the skitters are gonna overthrow their masters...

Sure would put their whole war machine at risk.

A threat that big... I don't know. Maybe it could be true.

But it still doesn't solve the problem we have right now.

Sooner or later, Karen is gonna find out her boss is bleeding in our psych ward...

and we're not gonna have any cards left to play.

Maybe she should find out sooner than later.

I'll take you to your master.

I wish things had worked out differently.

HAL: I doubt it.

Took me a while to realize the Karen I knew died long ago.

I suppose you're right. That Karen's long gone.

If only you could experience the things my master's taught me.

Yeah? Like how to betray your friends?

How to shoot unarmed people in the back?

It's so much bigger than that. How can I make you understand?

You see, every living thing, every grain of sand on a beach...

every star in the sky is linked by an intricate web of causality.

If you can comprehend that web in its entirety...

down to the movements of the smallest subatomic particles...

then you can predict the course of events and alter them.

Wow. That's the most ridiculous crap I've ever heard.

I knew where and when to place the de-harnessed bodies of those kids...

so you and Maggie would find me.

I knew every word and gesture needed to get the desired response...

of you and Ben up until the moment he ran away with me.

You must have missed a subatomic particle or two...

because things haven't gone according to plan since.

There are always unexpected variables that require adjustments.

I made them and now you're handing my master over to me.

Oh, I guess you got it all figured out, don't you?

Move.

Ben, I'm glad you're okay.

I know this has been quite an ordeal for you but it had to happen.

I hope you can understand that... Something's happened to him.

What have you done?

[OVERLORD GROANING]

I'm here with you.

TOM: Dr. Glass did what she could to stop the bleeding.

I don't know much about his physiology...

but I don't think he's gonna last much longer.

[KAREN YELLS]

Are you ready to listen?

Good. Because you can still save him.

- How? HAL: You see this?

It's plastic explosive. There's more. Enough to take out the entire floor.

It's connected to a detonator controlled by our guys. One is Pope.

And I believe you remember him.

He'll have no problem blowing you and your master to hell.

If he does, our air strike will kill you all.

And your Overlord dies with us.

And so do you. Don't have to go down that road.

You let the 2nd Mass evacuate.

And once we're clear, you're free to leave.

And if you hurry, you might even be able to save his life.

- So far, so good? - Good to go.

Didn't get a chance to tell you I'm proud of you.

You saved our lives, Matt.

Just doing my job.

WEAVER: You're at 95. That's a quarter tank.

- I've been down this road before. MAN: Yup.

CRAZY LEE: Boon played his string right to the end, Tec.

- Nothing we could do. - I had the shot.

Boon might still be alive if I'd have taken it.

Remember what you told me?

Never ask "what if?" And never look back.

WEAVER: Ten minutes, then we roll!

We're gonna keep rolling come hell or high water all the way to Charleston.

Five hundred miles.

Got just enough gas and supplies to get there.

This is the final push.

We're gonna high-ball it down that black ribbon of highway...

till we see the blue water of Charleston Harbor!

Yeah, I heard they got fresh fish, even lobster.

Oh, man. I can taste it now. Swimming in butter.

- Warm cognac in a tulip-shaped glass. - Oh, yeah. Count me in on that action.

Oh, yeah. They got day spas, ice-cream parlors, theme parks...

strip clubs made out of gingerbread.

Charleston's gonna be a paradise on earth.

If you think it'll be a bust, why are you going?

Because he has nowhere else to go...

and no one else will have him, right, John?

[GASPS]

I think you got it.

I've had enough creepy crawlies to last a lifetime.

Yeah. I hear you.

I don't even wanna think about how close I came to losing you today.

Hey.

Hey.

It's all right.

You're safe.

[ANNE SOBS]

Okay.

[ANNE CHUCKLES]

I'm okay.

Ah.

So a flame-thrower?

Where did you get that idea?

Ah. These kids I grew up with used to build blowtorches out of hair-spray cans.

Perfect for incinerating model airplanes.

- Must have been some neighborhood. - You have no idea.

[CHUCKLES]

I should check on my patients.

I'm gonna go see the boys.

- I'll catch up to you later. - Yep.

Glad to see you back on your feet. I was worried about you.

These people need help, no matter how I feel.

That's true. But you can't help them if you don't take care of yourself.

And just how am I supposed to do that?

Have a good cry?

Come up with some platitudes...

about how losing Jamil will make me a stronger person?

- I don't know. Maybe talking about it? - Talking won't change a damn thing.

It doesn't matter if you have a good attitude or a bad one...

or if you're an honest person or immoral.

No matter what you do or who you are...

sooner or later, something terrible will happen to you...

like it happened to Jamil...

to Uncle Scott, to your husband and son, to my family.

And it'll happen to you and me.

All we have to do is wait.

[SIGHS]

HAL: Okay, so, what are you gonna do?

The next time I see one of those things, I'm gonna turn around and go, "bam!"

HAL: All right, now you're a real Mason. TOM: That's it?

Just gonna take off without saying goodbye?

- Figured you'd try and stop me. - I want to.

With all my heart and soul, I want to, but I don't know how to.

It's for the best. You have to believe that.

Never. I never will.

They'll come after me again and again.

You know that's true.

Dad...

there are more kids out there, kids who had their harnesses removed...

but had their spikes serving with other resistance units.

Someone has to reach out, convince them the rebellion is the best chance...

How can you be so damn sure?

When that Overlord invaded my mind...

he couldn't keep his thoughts completely walled off.

Two-way street.

I saw, felt...

what these aliens are all about.

We have to beat them.

We will.

Wish me luck?

What?

I was thinking about the first time...

your mom and I dropped you off at preschool.

When you realized we were leaving you, you started bawling your head off.

I was a world-class screamer in my day.

You kept screaming, "Don't leave me"...

as we headed for the door.

[SIGHS]

It was the longest walk of my life.

As we drove away, your mom pointed to the window and there you were...

with your face pressed up against the glass...

crying your eyes out.

And now...

It's gonna be okay.

We'll see each other again. I promise.

I promise.

WEAVER: Let's move! Let's roll!

Onward to Charleston!

[VEHICLE ENGINES STARTING]

[English - US -SDH]