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They arrived in 50 motherships, offering their friendship and advanced
technology to Earth.
Skeptical of the visitors, Mike Donovan and Juliet Parrish infiltrated their
racks. and soon discovered some startling secrets.
Shipping food.
The resistance is all that stands between us and the visitors.
Can I peel you another goldfish? Oh, no.
No, thank you. I've had my fill.
Of goldfish?
Oh, yes, of course. What else?
Are you quite sure?
To the victor go the spoils.
You gave quite a performance this afternoon.
Capturing my affection?
A rare stroke of genius.
This Victor will have his laurels, Diana.
Well, that you can be certain.
That's the other thing that impressed me about you, James.
Your ambition.
Well, then you must also know that you have my loyalty as well, Diana.
Of that, you'll also be well satisfied.
Mm -hmm.
So long as I remember the price that you attach to any failures.
I love it when you talk of torture.
But let's not bore each other with discussions of defeat.
When the real reason we're here is to celebrate success.
True.
The moment of slur does approach.
And when the battle sphere reaches its programmed apogee.
And those meddlesome peasants on Earth will be vanquished once and for all.
And you and I will reach our predestinies together.
Together?
Do you really mean that?
Oh, darling, would I lie to you?
Do you believe me now?
So far, so good.
I think you trust Philip a lot more than I do. It's just a feeling, but that's
all I had to go on when I met his brother Martin.
I'm glad you could come.
I can't stay long, but I had to speak with you. What's up?
I hate telling you this, but I know it's what Martin would do.
The leader's planning a blitzkrieg that will completely vanquish the entire
Southwest.
He's decided to use it as an example to others.
A blitz?
How come we haven't heard about this from other sources?
Because it's top secret.
The leader's computerized battle sphere will be... completely operational within
36 hours.
And this onslaught will begin.
What can we do to stop it?
There isn't much time.
However, if I can get a copy of the computer attack plan, perhaps you can
into the Battlesphere's memory banks and throw it off.
One computer to sabotage another?
That's a pretty stiff order. Especially when you consider we don't have a
computer. There is one at Science Frontiers that might do the trick. Well,
if we do break in there, how are we going to get somebody to operate a
that complex?
Julie's a friend, though, remember?
We just might get Dr.
Atkins.
Who's that?
He's this professor guy that worked for my dad. He was Joe Heavyweight in the
computer field before the visitors put the squeeze on him.
He's a good man.
Let's give it a try.
How soon can you get us a plan?
Meet me here tomorrow at dawn.
There's something about him, man.
Well, we gotta trust him. We got no other choice.
Mike, I don't know.
We're staking our lives on him.
Let's see if we can go find that Dr. Atkins of yours while we still got time.
What?
Sergeant, that van there.
Check it out. I don't want to leave any vehicles in this sector that might be
commandeered by the resistance.
Yes, sir.
special day.
Not only do we celebrate Pluto, the annual perigee of our sun star, but we
rejoice in the completion of the battle sphere.
With its completion, the leader will be able to transmit his own battle plan.
With its implementation, the earth will be ours.
To total victory!
Sphere is being installed in the control module.
I would like to salute our commanding officer Without whose presence none of
this would have been possible Oh
It is
Oswald a fail -safe plan for conquest is on its way and I've sent James to earth
To eliminate the hacker who's been interfering with the master computer.
Well, la -di -da.
I simply can't wait for the war to be over. I mean, colonization is so much
You're just drooling at the prospect of being able to run all your perverted
little experiments on a human.
Well, naturally.
One must be able to practice one's art, surely.
Diana, we'll call to the bridge. The leader's battle plan is coming through.
James, you're back early.
We've swept the entire area, and I've had all prisoners move to containment
number three.
And the computer?
We didn't find a computer per se. We did, however, destroy several
in the raid, and I've had the area monitored without a single report of any
further interference.
But you have no proof that whoever's been breaking into the masked computer
been stopped?
No. No certain proof.
I'm sure Lieutenant James has done all that can be done for now.
Well, I always try to do my best, sir.
In everything I undertake.
Listen.
Transmission has begun.
Something from Earth is interfering with our reception.
Is the transmission unclear?
Yes, sir. It's as if somebody's tapped into our master computer sources.
The hacker again.
So much for your sweet Diana.
I've had my men made ready for this. They're taking a bearing at this very
moment on the source of the hacking. They will pinpoint his exact location.
With your permission.
Go. This time, we'll have him.
He'll never hear us coming.
Giddo, that's four and one makes five. Thanks a lot.
Come back again, okay?
Have a nice day.
Where'd you buy your discount personality?
Henry, this is remarkable.
I wouldn't go that far.
Well, maybe.
Besides, you know I learn from the best.
We're actually talking to the computer aboard the mothership.
Yeah, I know.
And I can even translate that for you.
We've got to notify the Resistance about this right away. Access to this
information could be invaluable.
You wouldn't think so?
Absolutely.
Talk to her, Dad.
Oh, look, you stay here. I don't want to lose the connection.
It doesn't really matter. I can tap into this any time I want to.
Besides, you don't really think you can run this place without me, do you?
Come on, let's go see who it is.
Hello, Doctor.
Hi, Henry. Hi, Mr. and Mrs. Butler.
And what can we do for you this morning?
I'd like a can of tuna.
I was afraid you were going to ask that. We're still waiting for the shipment.
When do you think... Who's to say? The way the visitors are cracking down, we
may never get it.
What do they expect us to eat?
Here.
We've been saving this for a special customer.
Oh, no, no. I couldn't.
Please, come on. Hey, it's on the house.
You're very kind.
Well, don't let that get around.
We might have the whole neighborhood in here.
God bless you.
Stay right here.
Dad, what's wrong?
The visitors.
They're heading right this way. What are you waiting for? No, Henry.
Henry, I'm not going with you.
Dad, we could both hide. No, son, listen to me.
It's important that one of us lives.
That some part of our family survives.
Now go and hide.
If they take me, they won't look for you.
Dad, that's ridiculous.
Henry, go.
This is the area the signal was reported in.
Deploy all your men and arrest all who resist.
The computer must be found.
Henry, there's no time. Do as I say.
Go!
Henry.
Remember, I love you.
I love you.
Not hungry?
Here, take this one. I've got two.
All right, check out this bill.
I swear you'll pay for that.
Yes?
Thank you.
More bad news?
It's Diana's foolish insistence on letting Lieutenant James capture the
What, he's been unsuccessful again?
To say the least.
You know, Lydia, eventually, such incompetence will begin to reflect
you.
Philip, as a specialist in legal affairs, you should know better than
Diana is not military attache.
Her field decisions regarding Earth missions are absolutely inviolate.
Send Diana to me, now.
Eenie, meenie, miney.
I'm sorry, but I'm afraid there's no more.
It's the best I could do under the circumstances.
Yes, but it's obviously not good enough.
Diana, I haven't understood short notice.
Besides, I had no idea you'd lost your fascination. Please, no names.
Well, we both know who, don't we?
Well, I suppose one of them would do in a pinch.
Then you are pleased?
Not pleased, bored.
These feeble consorts are hardly worth my time, much less my effort.
I left word not to be disturbed.
I apologize, Diana, but Lydia requests your presence in her quarters
immediately.
Then I'll be there.
Have them scrubbed and oiled.
I'll make my choice later.
If you have to eat sweets, at least have the courtesy not to smack your lips.
Vicki, Vicki.
The good thing I am.
Look at this.
Well? One of the detainees of the unsuccessful sweep was Dr.
Atkins. He was a psychocybernetics professor at Caltech University.
Obviously, if we're still getting interference, he's not the man we're
for.
Unusual that he would admit to charges of computer tampering.
Yes, quite unusual.
I suggest we get Dr. Atkins up here at once for interrogation.
How very gracious of you, Dr. Atkins, to agree to help us.
It's refreshing to know that volunteerism is still alive and well
people.
Why don't you begin?
Why don't you show us how you gained access into our computer?
Is there a problem, Doctor?
Please, if you just let me concentrate.
Of course.
Surely you're familiar with the operation of this equipment. Unless
guilty of the crimes you confess to.
Oh, no, no, no. It was me. I've been interfacing with your computers for
You're lying.
No, no.
No, I've broken your code hundreds of times.
The charade is over.
Now tell me who designed the program.
You know the answer to my question.
I'm privy to your innermost thoughts.
You have no secret.
Who are you trying to protect?
I'm growing impatient, Doctor.
Who is it?
Lieutenant James at once.
This is what happens to our scientists.
Lizards drive their backs against the wall and then they cut their throats. It
can't be. I just saw him last month.
No, this is very recent.
I can feel it.
It was an attack.
A man and a boy.
The visitors, they took the man away.
Where?
I can't tell you.
I'm not sure.
You know, I think I can get in here.
We'd better check it out.
All right.
Listen, why don't you go tell Willard to keep a sharp eye out for visitors?
I'll go when I'm back.
Freeze! Freeze, Fordholm!
Stop it, Henry.
I should have known you guys travel in pairs.
Henry, you know this guy?
Meet Henry Adkins.
What have you done, Henry?
I need to talk to old man.
Yeah, good luck.
What's that supposed to mean? Where is he?
Visitors came.
He made me hide, and they took him away.
But it's my fault.
What's your fault? They came looking for me, not him. Why you?
I'll show you.
I'll go get Willie and Elizabeth.
A couple of weeks ago, I was working on something else when I stumbled across
the access code for the Lizard's main computer bank.
You got into the visitor's main computer? That's great!
Yeah. At first, it was real difficult understanding visitorese.
Now it's like second nature handling their symbols and codes.
What are you doing?
I'm not really sure.
But it must be driving them nuts.
Yeah? Yeah.
What makes you think they even noticed?
They took my father.
Don't worry.
We're going to get your father back.
It's a visitor patrol, and they're right on my tail. Where's Elizabeth and
Willie? They made it out. They're safe. All right. And the visitors won't leave
empty -handed. We've got to get out of here.
Is that thing portable?
Of course.
Bring it. Here they come.
I'll lay down as much cover fire as I can. You get the kid. Let's take off.
You're crazy. That's suicide.
Just get your computer and don't give us any static. I don't have to listen to
you. Come on, man.
Let's just get back.
There's another way out of here. How?
Watch.
Sharp kid. Maybe too sharp. Hope you guys aren't afraid of the dark.
This is really great.
My dad is locked up somewhere and you guys take a coffee break.
I'm about looking for him right now.
So until he gets back, we lay low.
Henry, I know it's difficult, but we've got to be patient.
I'm thirsty.
I'll get you some juice or something.
Forget it.
Hey, you're pretty good at these things.
Any dope can play video games.
It's all in the mechanics, you see.
You have to outthink the machine.
Outthink? Mm -hmm.
And don't you get any wise ideas, either.
I told you, jokers, I wasn't gonna help you out unless you sprung my dad. Found
him. Or where they're holding him, anyway. My dad?
Where? He's been taken prisoner with the rest of the neighbors. They're being
held in an abandoned maintenance shed near Hanson Airfield.
Now, don't forget us.
Just another night.
Yeah, I tell you, I could show you some more sleep.
Stay calm. I'm with the resistance. I think you've just been rescued. Follow
Willie! Willie!
Get him out of here! Get him out of here!
Well, big time?
Where is he?
We got everybody who was in there. Yeah, everyone.
Except my dad.
This is the attack plan.
Designed and personally transmitted by our leader.
You think I'm setting a trap, don't you?
If you are, you got a death wish.
The only wish I have is to put an end to the bloodshed on this planet.
To do that, Diana, Lydia, and that nest of vipers on the mothership must be
destroyed.
I was hoping by this delivery that I would convince you somehow that I am
committed to your cause. Our cause.
Every facet of the invasion will be computer controlled.
The only way it can be stopped is by computer.
These are the attack point coordinates and the relative size of the attack
forces.
The invasion will begin at noon today.
Have you gotten access to a sophisticated computer system?
Well, as a matter of fact, we're having trouble locating a certain Dr.
Atkins, a friend of Kyle's.
You wouldn't happen to know where he is, would you?
Yes, I would.
Where?
He's Diana's prisoner aboard the mothership.
What's taking him so long?
He's been in there forever.
Finally, fresh from another foul -up. Drop it.
What's the matter? The truth hurt?
Philip say anything about his dad? Yeah, he's being held prisoner aboard the
mothership. Oh, that's really excellent. He said he'd do everything he can to
help us. Look, I'm not going to count on some lizard turncoat, okay? I mean, you
guys might not have any bright ideas about how to spring my dad, but I do.
Listen here, bud, you're not going anyplace. Why do we say it?
Look, we are not going to abandon your dad. We're going to find him. Now you
look.
I mean, if I turn myself in, then they'll let him go. You still don't get
picture, do you?
Once we find somebody who can sabotage the visitor plans, there's not going to
be any tomorrow for anybody.
What? Don't try to make me a hero.
All I want is to see my dad again.
Henry, listen to me.
Your dad sacrificed himself for you.
You've got to carry on with the fight.
How do you know?
I know how proud he was of you.
He had such great expectations for you.
Don't let him down.
The battle sphere has detected an unauthorized entry into the memory
That's impossible.
I wish that were the case.
It means the fifth column has stolen the leader's battle plans.
Lydia, you were in charge of security.
We have no proof that the battle plan has fallen into enemy hands. The
plans have been compromised.
I intend to notify him at once.
I'm afraid it's far too late for that.
Once the battle plans have been put into operation, it can't be stopped. The
computer will override any new input.
We're committed to the invasion.
Very vocally.
Here's the list of regional computer installations capable of interfering
the battlesphere.
Double the guards at each of these facilities.
Right away.
I'll send James to the science frontier annex.
It's the closest to most likely target.
Make sure that he understands the importance of his mission.
Right, Answer Man.
Where are the computers?
Top floor.
And how do we get there?
Well, the elevator at the end of the hall just might help. Come on.
Welcome, Mr.
Donovan. We've been expecting you.
Trapped. Let's get to the elevator.
The door won't close. It's stuck.
The power is gone.
What do we do now?
There's only one thing to do.
That was radical.
You may come with me.
You stay here.
How did she do that?
I'll explain it to you when we get out of here.
Melissa, can you send it back down again? I think so. Why?
Do it. Just do it.
That ought to hold him for a while. Take the kid. Start to work on it. Go with
her. Willie, come here.
We're going to try to hold off James and his boys for a while, okay? Come on.
Wow. This is incredible.
Will you come on?
Let's try in here.
Come here, this way.
Get moving, go.
Great boy.
I
thought
you said these units were compatible.
They cut the power, remember?
Elizabeth, can you... Just give it your best shot.
that I call power.
They're underway.
All right!
Perhaps you should have a look at this.
What is this?
It's a report from internal security.
It arrived early this morning.
We're attempting to identify the traitor responsible for... I commend you on
your efforts.
However, I'm afraid it's too little too late.
Nevertheless, the report does make for interesting reading.
It seems that one of the sentries paid a visit to your quarters last night.
I recall no such visit. Naturally.
You weren't present at the time. The very same time that the battle pan was
pilfered from the computer.
Need I remind you?
That a commanding officer of the mothership is not required to account
whereabouts.
Especially to his subordinates.
Or perhaps you're suggesting that I'm part of the fifth column.
Of course not, Commander.
That would be grounds for our immediate court -martial.
You're not far from that now, Diana.
Same goes for you too, Lydia.
I've ordered a full inquiry into this blatant disregard for military
The leader will not be pleased.
What pleases the leader is victory, not indecision.
We'll see about that.
Yes, I'm sure we will.
That's it.
I'm in over my head. I cannot stop the attack.
Henry, you can't give up now.
You gave up on my dad.
Henry, it's up to you.
Now, either you can be a man and forget your petty little snit, or you can
continue to throw your tantrum while all of us and the entire Southwest is blown
away forever.
Now, come on.
Look, I really appreciate this, but who are you?
Never mind who I am.
We're with the fifth column.
This lieutenant's going to take you back to your son, into the resistance.
I don't know what I can do to thank you.
You don't have to.
We're on the same side.
Lieutenant, now please, you must hurry.
What are you doing?
Well, I've made contact with their battle sphere, and now I've got to
translation program for this system.
Way to go.
Well, hold the applause.
I haven't found their battle plan yet.
Many? Yeah, lots. Here, take this. This is what I do.
Pull the pin.
Blow it.
Come on, let's go.
All
right.
Banzai. I just tapped into their Skyfighter guidance system.
It looks like I can redirect their fighters just by talking to the
Okay, go for it. Let's see what happens.
Look, our fighter wing's being thrown completely off course.
What's going on?
Is there a complete breakdown in the guidance system?
The plan, it was supposed to be infallible.
Philip's right.
Something you can do?
Don't ask me. You're supposed to be the military genius.
I told you I didn't have to pay. You shouldn't have messed with me, you
Did you see? Did you see that move? Did you see that? I took their attack
fighter right out of the air with one flick of the wrist.
It's showtime.
Showtime.
How are we doing? Henry's tapped into their guidance system. He's got the
fleet of sky fighters going around in circles.
Take that, you sucky.
All right, great. Come on, we've got to get out of here.
Henry, come on. One more, please. Now, Henry.
This one is for my dad.
You got quite a son. Kyle, what happened?
Well, Dr. Atkins, Henry just did you proud.
He neutralized the mass of alien attack by the use of a computer.
Without him, we'd have all been blown away.
I wish I could take all the credit.
The truth is, it was a group effort.
Listen, I don't want to be a drag or anything, but can we discuss this
else? Yeah, transportation's waiting. Thanks to the visitor, Fifth Column.
Hey.
Phillip came through the clutch.
Tell him I'm sorry.
I won't doubt him again.
Well, best of luck, Nick.
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