Mutant Swinger from Mars (2003) - full transcript

(suspenseful music)

(whirring)

(eerie music)

- [Narrator] Orton Creswell,
a renowned psychic,

writer, producer, director, and actor

of feature film and television
in every genre imaginable.

A self-proclaimed father
of science fiction cinema,

he's been rumored to
have influenced everyone

from Roddenberry to Lucas,
Serling to Spielberg.

His contributions to film

have gone completely
unrecognized until now.



Let's finally meet the
man behind the monocle.

On March 19th, 1909, in Hell, Michigan,

Orton Zachariah Creswell was born.

His mother, Sandra Baderndern
was tragically killed

when Orton was only nine years old

by the family's pet
parakeet, Mr. Britches.

Details were sketchy.

Orton's father, Jebediah Creswell,

was a professional tuba polisher and actor

in the Razzmatazz Humdinger theater troupe

of Detroit, Michigan.

As a boy, Creswell was active

in his father's theatrical endeavors,

both as a stagehand and
performer in the troupe.



Captivated by the
romanticism of early cinema,

Orton Creswell fell in
love with the movies.

Struggling to make it in motion pictures,

Orton found work in industrial films.

- My work in industrial films, yes.

You know I did over
1,000 industrial films?

None of which come to mind.

- [Narrator] Plutonium.

(eerie music)

Ah, ah, ah, Johnny, don't touch that.

That's plutonium!

- I developed psychic
powers at an early age.

I went to a carnival.

When I saw the gorilla
lady emerge from a cage,

I was so stricken with terror and fright,

I went into a state of delirium.

When I came out of it,

I suddenly had powers to see
the future, be the future.

- What was Orton like aside
from his artistic side?

He was (bleep), he was full of himself.

He was always off doing
something, I don't know.

I don't care.

- Well, Orton

was...

Well, I guess it's probably safest to say,

slightly, no, not slightly,
completely insane.

He had some

unique ideas.

- The man's a bum.

If it wasn't for his
father, he'd be no place.

His father was a prince of a man.

- I guess some current
actors would view it

as method,

but I thought the use
of LSD as an adhesive

for the headpiece was a bit excessive,

and I think that's really what led

to our further collaborations,

was the fact that I completely
had no idea what I was doing.

- Do I have to keep answering
these stupid questions?

Why can't you ask me
something about my integrity?

- It was not a good time,

it was rather the lost weekend
for me, and it was work,

and I believe I was somewhat
sentient during the time.

- Creswell could never
live up to his father.

- You know, I did a lot of good work.

People don't remember that.

I was good, damn it, I was really good!

(suspenseful music)

(screams)

(screams)

(screams)

- She had a presence

rather like Medusa.

Do you have another cigarette?

I could use a little bit
more alcohol, too, please.

- How come I always have to just yell

and scream for everything?

I am still a star, damn it!

- [Narrator] I think we're
getting off the subject.

Let's talk about their
early years in Vaudeville,

with Biff Anderson and Lance Feldman.

- My work in Vaudeville, yes,

it was an exciting time in my life.

I was working in a
professional relationship

with Lance Feldman.

(police sirens)

- You're tearing me apart!

You say happy holidays and
you say Merry Christmas,

and then you all switch back again!

- And then the great Biff Anderson.

- Fall into my trance.

- We sort of did a comedy routine,

a little slapstick here and
there, a pie in the face.

This kind of stuff with the eyes.

Really thought that had potential.

- We worked together for
a long time on Vaudeville,

doing stage work, which
is very interesting.

It was the two of us, and a
dear, dear friend of ours,

whose name was Biff Anderson.

He was like the glue that
brought Orton and I together.

One of our Vaudeville acts was Orton,

who loved to play the piano.

He would sit as his piano,

and I was slung across top of the piano.

And we dressed Anderson up
as a poodle, and it was just,

oh, well, you have to see it.

I'm sure someone knows something about it.

And other movies that we did together,

when we did "Ghost Grabbers".

- "Ghost Grabbers", oh yes,
one of my favorite films.

(foreboding music)

- This place gives me the creeps.

(moaning)

- Say, why you bumping into me?

(growling)

You still hungry, we just ate.

- That wasn't me.

- It wasn't me, either.

(roars)

(yelping)

- Let's get out of here!

(suspenseful music)

- Brilliant piece of work, if I may add.

"The Man Who Looked Like the
Devil", now there was a movie.

- What?

- Some of the favorite films that I made.

"Frackula", which was a
sort of a transmogrification

of Dracula and Frankenstein.

It was brilliant work,
one of my favorites.

Another one was "I Married a Corpse".

- Baby, I know you love me and all, but...

I know you're a good listener,
but you never talk to me,

and sometimes, I just
wish you'd say something.

- Well, that wasn't my
particular favorite.

My wife, Miriam, cheap
floozie that she was,

she ruined that one.

That was perhaps my greatest script.

- Are you getting the
other cigarette, please?

- Then I had another idea
for a film, untitled,

about a young knight incoming.

Torn between the forces of good and evil,

he travels the galaxy
with a large simian friend

and two robot companions.

He's trying to save his
sister, the princess,

from the clutches of an evil empire.

And low and behold, the
evil head of the empire

is a dark knight, his father.

But ultimately I thought
that was a big bomb.

- Without a doubt, Orton's greatest film

was a film about aliens from Mars.

Everything was just really
coming together, but he lost it.

- "Mutant Swinger from
Mars" I always thought

was a lot of fun.

Dance numbers and whatnot,

and of course I played the lead role,

quite brilliantly, I should say.

- My next career?

I don't know, I'm writing a book.

Yeah, a biography.

Autobiography, yeah, yeah.

- Some of the famous
people I've worked with

include Lance Feldman, Santos Montoya,

and the late, great Biff Anderson.

Also Shemp Howard.

Clu Gullagher, there was a talent.

And then some perhaps larger
names, more recognized names.

Betsy Davis, Sir Lawrence
D. Olivium, Marlon Brandoff.

I've worked with them all,
but they're small people.

Creswell is large.

- I won't say entirely
unpleasant to be around,

provided there was a safe distance.

And you see, I like
distance, a lot of distance.

- Working with Orton is,
it's like working with God.

It really is.

- One day, long after my passing,

I predict, as my final prediction,

that the cinematic works
of Orton Z. Creswell

will loom large in the
annals of cinematic history.

- How do I feel now that he's dead?

I miss him, what do you think?

I'm free.

- A few departing words.

All I know is that I'm misunderstood.

I always gave people the truth,

but people can't handle the truth.

Maybe another generation will come around

that can appreciate the
greatness of my works,

but don't ask me any more questions.

I'm tired.

I have no time for this nonsense.

You're a trifling and insipid
person, a cretin, no doubt,

in obvious need of
psychotherapy and vitamin pills.

- [Narrator] On November 28th, 1985,

Creswell hung himself
in the projection room

during the premiere of his
horror epic, "Death Goat".

A suicide note was found
near his body that read,

that's a wrap, you miserable cretins.

You are about to experience
Creswell's long lost epic,

"Mutant Swinger from Mars",

a film that reveals the
unique and genius vision

of a man who lived film,
and a man who died film.

- Space, a strange and unusual place.

A place where one day man will explore

and boldly go where no man has gone ever.

Hello, I'm Orton Z.
Creswell, writer, producer,

director, actor, and psychic.

I have foreseen the future,
and I can tell you this.

The atomic age is here.

Soon many unusual things
will begin to happen,

and things will become much, much weirder.

I predict that one day a very famous actor

will become president, twice.

First as the leader of a
very profitable movie studio,

and then again as the
leader of the free world.

I have foreseen the wonderful
return of a camera shuttle

to the red planet Mars,

proving that there is
life on other planets.

I've seen the use of the atom bomb,

no longer used as a weapon
but as a useful cooking tool.

I've also seen terrifying things.

I've seen them come,
things not of this world.

Things from beyond our own
puny, infantile solar system.

Yes, I have foreseen
aliens, unfriendly aliens,

sneaking onto our planet undetected.

They will take control of our
cities, our public schools,

our presidents and our pets.

Beware, look up, listen.

A war of the worlds is about
to start on this planet,

a fight to the death.

Watch now and see what will
happen when worlds collide.

Watch now and learn about
the dreaded goings-on

of space creatures that will soon visit us

and do the unspeakable.

It could be happening
sooner than you think.

It could be happening now.

Trust no one.

(suspenseful music)

(eerie music)

(screaming)

- [Robot] Earth.

Destroy Earth.

Destroy, destroy.

Kill.

(foreboding music)

(UFO warbling)

(cat yowls)

- Martian chronicle, 5963.

We are approaching the planet Earth,

a hostile planet filled
with beautiful dames,

dames which we will abduct
for our own pleasures.

How soon, Slagathor?

- Soon, my liege.

- Excellent.

Soon our dismal planet will be infested

with the cute and sultry nymphs of Earth.

- What have they got that I do not have?

- Oh, shut up!
- Silence!

- It's a fantastic idea, my liege.

- Yes, soon Mars will be
the swingingest planet

in the entire universe.

(laughing)

- But my liege, how will we do this?

- We are to use Plan X!

- Plan X?

What is Plan X?

- Plan X is the plan we are going to use

to trick the small-brained Earth people,

and to collect their luscious chicky-poos.

We will take their women.

This island Earth will destroy itself

as the male species pummel

and thrash one another to oblivion.

(laughing)

- But my liege, how will we do this?

(grunts)

- We will capture one of Earth's
most brilliant scientists,

Dr. Vincent Smirnoff!

- Dr. who?

- No, Dr. Vincent Smirnoff,

the creator of the atomic
missile weapon system,

and of the device known
as the Bake Easy Oven.

He has also been studying the rejuvenation

of dead human flesh tissue,
and bringing it back to life.

We will force him to build
us the perfect weapon,

a slick dude of exceptional
style and talent,

a swinging hip cat.

- A real looker.

(grunts)

- Jerry Lewis!

- Shut up!

A creature that will lure
the cuties within our grasp.

And we will use them to
replace our own female race,

who are as cold and frigid
as the moons of Mingdabula.

(hisses)

It is almost too perfect.

Either that, or we'll sick the
giant killer robot on them.

- My liege, we are nearing
the earth's atmosphere.

My liege, where on Earth did you get

that instructional directional advice?

- You stupid, stupid, stupid creature!

You think this is our first time on Earth?

Of course not.

We've been spying on Earth
for hundreds of years,

and the idiotic beings of Earth

have never suspected our presence.

They have been too busy with
their TVs and their soda pops,

and their swing tunes, and their hot rods,

and their James Deans.

And what have we been doing?

- What?

- Missing out on everything, that's what,

and I'm getting pretty damn tired of it.

Do you know how difficult it is

to take over an entire planet?

- No.

- Of course you don't.

Well I'll tell you, it's
no barrel of tribbles.

I haven't had time for
a decent social life.

It's been an intergalactic drag.

Well, now it is time for
Xedor to have some fun.

And if that means conquering
the world, then so be it.

I have some conquering
to get out of the way.

We have to take a right right
here, so get off at this exit.

(eerie music)

(UFO warbling)

♪ Coming to our planet ♪

- What the hell was that?

- What in the world?

- That ain't from this world.

(foreboding music)

(buzzing)

(yelping)

(sniffs)

- Ah, mold, dust, cobwebs.

I love my work!

(suspenseful music)

(cackles)

- I thought you knew
how to fly this thing.

- Oh, what do you want from me?

It's a rental!

- [Fly] Help me.

Help me.
- My experiments.

- Help me.
- My creations.

(speaking foreign language-
Laderhosen Dasmilkencookiesen)

My gosh, that's a good pickle!

Soon, Kongo.

Soon I will have perfected
my ultimate experiment,

the regeneration of dead flesh!

The theory which drove Frankenstein mad

I will have accomplished
with only a minimum of strain

on my own mental state.

Yes, soon, those who laughed
at me will be eating crow!

They'll see me and say,
there goes a brilliant

and only mildly loony man.

(grunting)

They'll say, boy, were we morons!

We should have listened to him!

Not only is he smart,

but wow, what a man!

(knocking)

That better not be the paper boy again.

(laser gun firing)
(shouts)

If you're here about the
Studebaker, I sold it last Monday!

- Quiet, Earthling, we
come from outer space.

Mars, if you want to be really technical.

You are now our servant.

Do as we say, or we will be
forced to neutralize you.

(tense music)

- Who are you?

- I just told you who we were.

But if you must get personal, I am Xedor,

the leader of the Martian expedition team

that is going to take over your planet

and force you into helping
us conquer your world.

- I am Slagathor, number
one flight commander

of the Martian expedition team

that is here to take over your planet,

and will force you into
helping us conquer your world.

- I am Pam.

- And what do you want?

- Are you sure that we
got the right house?

(upbeat swing music)

- [Narrator] This is Rusty Rave.

He is a swinger.

Most people do not know what a swinger is.

A swinger is a hip cat
that knows how to swing.

He wears sharkskin suits

and slicks his hair back with pomade.

Rusty is waiting for his friends,

because he is ready for a night of fun.

Be careful, Rusty.

- Let me make this simple.

Mars needs women!

Our women are cold and lifeless.

They have no hearts.

No offense.

- None taken.

- You must build us the
perfect chick magnet.

If you don't, you will be atomized,

and your family will be
atomized, and your ape will be--

- Okay, okay!

And now, if I don't do this horrible task?

(sighs)

- Is it all right if I just shoot him?

(upbeat swing music)

- [Narrator] Here is Mitzy.

She loves to have a good time.

But not too good, her father has rules.

She is talking on the phone

to her friend from school, Buffy.

They are planning a
swinging night on the town.

Did I mention that Mitzy loves to swing?

Have fun, Mitzy.

(ominous music)

- It's about time, Kongo!

The little one is giving me the creeps.

Ah, good, good, yes.

(tense music)

(laughs)

(grumbles)

- Hey, go get that!

- Sorry, I've been under
a lot of stress lately.

I was born at an early age, you see,

and my parents didn't like me very much,

and I'll go get the head.

- It kind of tastes like--

(squawking)

(foreboding music)

(grunting)

- I have to get the hydrogen
atomizer from my car!

I need my keys.

I have my keys!

I sold the car!

- You are mad, Doctor, truly mad!

(whirring)

(cackling)

(zapping)

(jabbering)

(clucking)

- Nothing's happening.

(lightning cracks)

- Kongo, no!

- [Fly] I'm free, free!

(speaking foreign language-
Ach! Schweinhund!)

- [Pickle] Roll away,
fellow pickles, roll away!

(equipment winds down)

- My experiments.

My creations!

My pickles.

(ominous music)

Hello!?

(sad music swells)

Why?

Why?

I could have been a contender.

I could have been somebody!

Damn you all!

Damn you all to hell!

Oh, where did I go wrong?

Why did I have to have
an ape instead of a dog?

Why do I always have to do

whatever all the other mad scientists do?

(snapping)

- Smirnoff, look!

(foreboding tiki music)

- It lives.

It lives!

It lives, It lives, It lives, It lives.

It lives, lives, lives, lives.

(chattering)

(swing music plays)

(swing music continues)

(more swing music- we get
it. It's a swing dance club)

- Ladies and gentlemen,

tonight we will be spinning
the hippest hi-fi hits

with our very own Vinny V and
everyone's favorite emcee,

your truly, Dick Johkes.

Take it away, Vinny.

(smooth jazz music)

- So I couldn't help notice
you from across the room.

It's as if Cupid himself
flew over and struck me hard

with his mighty arrow of love.

- Rusty Rave, you stop it.
(coughing)

I'm blushing.

- I'm sorry, Mitzy, it's just...

(giggles)

- You're cute.

- Touche, my little turtle dove.

- Rusty Rave, are you
flirting with little old me?

- Kiss me.

Kiss me like you've never
wanted to be kissed before.

Kiss me like you never
wanna kiss anyone again.

- But I couldn't!

- Why not, Mitzy?

It's as if we were
destined to be together.

As if the gods of love
are smiling down upon us.

- I gotta go, I gotta find my friends.

- Wait!

Will I ever see you again?

- Meet me here tomorrow, nine o'clock.

- Gosh.

Till tomorrow, my sweet.

(chatting)

- [Dick] Hey, lets give him a big hand.

(applauding)

- Hey Rusty, Mitzy Nussbaum,
she's quite the dame, eh?

- Quite a looker you was
trying to land there, Rus.

- Hey Mikey, you don't think
our boy Rusty's being duped

by a skirt, do you?

- I don't know, he looks like
he's in la la land, Steve.

- Hey, Rusty.
- Hey, Steve.

Hey, Mikey, what's shaking?

- Rusty, you okay?

- Yeah, you ain't getting
soft on us, is you?

- You ain't getting all doey-eyed
over that broad, are you?

- Who, me?

You think I'd go gaga
over some dame like that?

I'm just keeping in the swing of things.

- Hello, nurse.

(growls)

(howls)
(laughing)

Catch you later, Rusty.

- Yeah, come to Daddy.

- Hi, Buffy, hi, Jody.

- Where were you?

We've been looking all over for you.

- I saw her talking to
Rusty Rave at the bar

when I powdered my nose.

- Oh my gosh, he's so dreamy.

- He's the most.

- No, he's the utmost.

(squealing)

- You're gonna be the
coolest girl at college.

- Oh, Mrs. Mitzy Rave.

(sighing)

- That would be the coolest.

No one is as handsome
as Rusty Rave, no one.

(record scratches)

(crickets chirping)

- Huh?

- [Man] Boy, is that guy swank.

- What's everybody staring at?

Dance, swing, drink up, have a good time!

'Cause tonight it's not me, Fez.

Fez Fleckman, dig?

(chattering)

(upbeat swing music)

- He's the swingingest.

- But what about Rusty?

- Who?

(teeth clack together)

- Hey, snagglepuss.

Make me a dry martini, and
don't shake it, stir it.

And make sure you stir it real nice, huh?

Stir it like you's making it

for your deal old granny, got me?

You ain't as dumb as he looks.

You keep staring at me that way

and you're gonna see me
kill you, got it, Elvis?

Good, now look away.

I said look away.

- Who do you think you are?

- Me?

I think I'm the guy that's
gonna beat your brains out

all over this nice floor here

if you don't shut up, drink
your drink, and look away.

- Oh no, Fez.

I mean Rusty.

Rusty, don't.

Your face.

- You dance, chickie baby?

Let's see how you move
that frame of yours.

- What happened, Rusty?

You never backed down from
a guy like that before.

- Yeah, you aren't getting
chicken on us, are you?

- Just leave me alone.

- Come on, doll.

(upbeat jive music)

- Mitzy, I'll win you back!

(crickets chirp)

(western show plays on the TV)

- Why the long face, big brother?

Girl trouble?

- Quiet, Tabatha, I'm thinking.

- Are you lovesick?

Maybe I can help.

- You?

You're a squirt, what
do you know about women?

- (chuckles) A lot more than you do.

I am a woman.

- You're a kid.

- What do you know?

You're just a big, creepy jerk.

- Oh, I'm sorry.

What do you think I should do?

I met my girl, and then she went off

with this slick guy who
walked into the Velvet.

Now she looks at me like I'm
an old, smelly piece of fish.

- Maybe she's under some weird mind ray

of aliens from other planets.

- What?

That's crazy talk.

- Uh-uh, it's all right here on paper.

This stuff is happening all around us.

It could happen to you.

(dramatic music)

- Those stories aren't real.

It's a bunch of hoo-ha.

Martians aren't real.

Those are stories
written by lonely people.

- Either your girlfriend's
mind has been zapped

by little green aliens,

or she found out what a
big stupid you really are.

- Little freak.

Martians, aliens, space creatures.

Bunch of nonsense.

We'll find out if she really likes me.

Tomorrow night at nine o'clock.

(smooth jazz music)

- Baby, you're a stitch,
you make me giggle inside.

You crack me up.

(hypnotize warbling)

I love the curls, Shirley.

What do you say we take a cruise

on the good ship Lollipop, huh?

(hypnotize warbling)

I know you dolls is enamored
with me, so why fight it, huh?

(hypnotize warbling)

What do you say we go monkey around later?

We'll go bananas, it'll be a hoot.

(hypnotize warbling)

Ooh la la, baby.

You're wearing my favorite body.

(hypnotize warbling)

- I've always wanted to marry a doctor.

- [Smirnoff] Get away from
me, you little psycho.

- No, no, no, no, no, I tell you

that there is a real future
in plastics, oh exalted one.

(foreboding music)

- Get away from him!

We are conducting a
major takeover of Earth.

We are not playing the dating game.

(laughs)

- You shut up, laughing boy!

(snaps)

- Keep it moving, single file.

- Fez has brought us the
first batch of women.

- Excellent, Fez.

You seem to be doing very well

for such a short amount of time.

- Thank you, oh bulbous-headed one.

- They say the darndest
things when they're young.

Continue your mission, and you
will be well-rewarded soon.

- Thank you, but now I must go.

I have what the Earth people call a date.

- Oh yes, I have heard of those.

It's what happens when an Earth couple

enters a phase called necking.

They drool and grovel over one another

until one becomes queasy
and the other nauseous.

- It sounds lovely.

Go about your date, but
do not allow the wiles

of an Earth chick to sway
you from your mission.

I have heard many stories
of their secret powers

that no man can resist.

- They grow up so fast.

(foreboding music)

(hypnotized warbling)

- I hope you're having a good time.

It's been a while since
I've been out and about.

Hope I'm not rusty.

Say, what gives, toots?

- Fez Fleckman, I'm not that kind of girl.

- That's why I'm trying to show you how.

(gasps)

Hey, cut that out.

- First you tell that you're
going to take four girls

you met at the bar home,
'cause they needed rides,

and then you tell me you're
gonna be at my house at 2:30,

and you were an hour late.

- I had a bit of business to take care of.

Besides, nice girl like you

shouldn't be sneaking
out of the house so late.

Your daddy might give you a whooping.

(gasps)

- Take me home.

- Aw, come on, baby.

The only reason I'm
getting so carried away

is that you drive me crazy.

'Cause you're so beautiful, dig?

I think you're the cat's meow.

You're the tops.

You make me all tingly.

I can't help myself.

I'd like to help myself,
but you won't let me!

Are you smitten, kitten?

(meows)

Mitzy, baby, you're a gas.

Let's pop this blow stand.

(purrs)

(ominous music)

(beeping)

- [Ruler] Oh, what?

- The plan is working
perfectly, Your Highness.

It is only a matter of time.

- [Ruler] Excellent, that
is what I like to hear.

You might not be the
buffoon I thought you were.

I am pleased with your progress, Xedor.

You may get a reward for this.

Don't suddenly become a total
boob like you usually do!

- Thank you, Your Highness.

We will win this war of the worlds.

- [Ruler] Good, now get going!

(whirring)

(eerie music)

- [Smirnoff] Stop touching me.

Stop touching me, don't.

Don't do that.

(growls) Get...

What smells?

- We are ready for the
mind melt, my liege.

- Good, we must prepare
them for transport to Mars.

What do you think you're doing?

- Look, just because you're
the leader of this expedition

doesn't mean that you
get to have all the fun!

- Well the last time, you broke it!

- Oh, I'm not listening, la la la la!

- How would you like to stand
a sentry post down on Pluto?

(chattering)

- Get your damn dirty hands
off me, you filthy ape!

(upbeat jazz music)

- Hello, Rusty.

- Hi, Dr. Von Helpsling.

What are you doing here?

- Oh, just having a cocktail before class.

You look sad.

- Trying to win my girl back.

- Ah, well if you find you need anything,

feel free to come by my office.

- Hey, Rusty.

- Pal.
- Hey, guys.

Isn't it weird that Dr.
Von Helpsling was here?

- Yeah, you said it.

- It's as if it may mean something later.

- Huh.

- What is wrong?

What is wrong?

(hypnotized warbling)

(ominous jazz music)

- Mitzy, baby, you're ace.

- Oh, Fez, stop, I'm blushing.

- Move on.

Move on, Rusty.

Is she worth this aggravation?

Aggravation?

No.

Not in the least.

- No one understands.

I love her.

Oh, how I love you, Mitzy.

But she's with that cad.

That, that...

- So where have you been all my life?

- Masher!

- Fez Fleckman, what are you doing?

- Uh-oh.

Hold that thought, baby,

I got a bit of business to take care of.

What is it, doll face?

- What are you doing?

You are supposed to be
here with me, and only me.

- But pumpkin, you know
how I love the company.

(giggling)

I told you some friends would
be joining us, didn't I?

- I don't remember you
telling me anything.

- That's why I ask you to
pay attention, sweet knees.

Ladies, please, can I have one
teensie weensie moment alone

with Mitzy, huh?

(groaning)

Stay close, don't go nowhere.

I won't be but a moment, 'kay?

Mitzy, honey pie.

You know I love you, you know that.

I just got this little quirk,
that I'm a hard one to tame.

You know that.

- I don't care.

I want to be the only one, Fez.

- You are the only one.

You light up my life.

I could not live without you.

- Prove it.

- Prove it?

- Yes, prove it.

Prove how much I mean to you.

Prove that you aren't a
fraud, a phony, a creep!

- Okay, sizzle lips, you are on.

(record skips)

Shut your cake, socket
squirrely, time for me to dazzle.

Eh?

Hey, it's good to be back.

Even though I was never here.

(drum roll)

(chuckles)

I'd like to tell you a story.

It's a sad story.

Hey barkeep, lay some mood lighting on me.

You're beautiful.

It's a truly sad story about a gal

who didn't believe how
much her guy cared for her.

How she thought he was
a fraud, phony, creep.

He tried to convince her, boy, did he try.

But it didn't work.

Finally one day at the
local watering hole,

he decides to sing her this tune.

Like to sing it for you now.

(snaps)

(upbeat music)

♪ Gentle love, sentimental love ♪

♪ Incidental love, that's for me ♪

♪ To relax the nerves,
never tax the nerves ♪

♪ Who wants sacks of nerves ♪

♪ Not me ♪

♪ But such love is not my diet ♪

♪ I've met you, and now love is a riot ♪

♪ You're like a Hong Kong gong, bong ♪

♪ You're like a speedway wheel, squeal ♪

♪ Your siren song is strong, and so long ♪

♪ You make my poor heart
reel, Virginia reel ♪

♪ Love is a riot, a riot, a riot ♪

♪ The law should arrest it and try it ♪

- He's really something,
isn't he, eh, Rus?

- You ain't just kidding, Mikey.

- A real crooner there, Rusty.

- You may have some competition.

♪ Gentle love, sentimental love ♪

♪ Like parental love, that's for me ♪

♪ Won't confuse my mind ♪

♪ Or abuse my mind ♪

♪ Till I lose my mind ♪

♪ Not me ♪

♪ But such love is not my diet ♪

♪ I've met you, and now love is a riot ♪

♪ You make the thunder cloud, proud ♪

♪ You make a cyclone wail, pale ♪

♪ Our love is like a crowd, it's so loud ♪

♪ Just like a mob in
jail, who's posting bail ♪

♪ The love is a riot, a riot, a riot ♪

♪ Our goose is well
cooked, 'cause you fry it ♪

♪ But I love you, and I won't deny it ♪

♪ I buy it, I buy it, I buy it ♪

♪ Why can't our love be sweet, tweet ♪

- He is the swingingest.

♪ Flowers grow slow ♪

♪ No, our love has a beat ♪

♪ Watch your feet ♪

♪ It's like a broadway show ♪

♪ It's got to glow ♪

♪ The love is a riot, a riot, a riot ♪

♪ No use to resist or defy it ♪

♪ Oh, I love you, and I won't deny it ♪

♪ I buy it, I buy it, I buy it ♪

(applauding)

Thank you, you're too kind.

Thank you.

- Kirk, give me another one.

(smooth swing music)

- You heard the rumors?

- About what?

- The weird lights people have been seeing

near Make Out Point.

- No, I haven't.
- Me neither.

- They say aliens have landed,
and they're kidnapping people

and controlling people's brains,

turning people into mindless zombies.

Girls have been missing all over.

- Oh yeah, I heard Susie Browning
has been missing for days.

- And Sally Arkoff, and Wilma
Castle, and Esther Wood!

- Oh my, this is like
that movie with the pods,

and then they control people's minds.

- "Invasion of the Body Snatchers".

- No, not that movie, the other--

- "Bigfoot".

- Yeah, yeah.
- Yeah.

Wasn't Carey Grant in that movie?

- [Sally] He is so cute. (giggles)

- That's preposterous.

Those poor, miserable souls.

Don't they know that stuff's
just in the comic books?

Aliens do not exist.

- I don't know what to believe.

But whatever it is, I'm going
to get to the bottom of it.

(upbeat swing music)

(giggling)

- Oh, Fez!

(barks)

Oh, Fez, you animal!

(grunts)

Oh, Fez, you animal.

- Isn't this better than hanging
out with that slug, Rusty?

- Oh, Fez, you animal!

- Say, what gives, baby?

You're wound up like a cheap watch.

Oh, come on, bubby, talk to dada.

- Oh, Fez, you're incorrigible.

You're rude and you're
never on time for our dates.

- Baby, baby, please.

You're giving me an inner-ear
ache, for god's sake.

I thought we settled this a while ago.

- But Fez, I just--
- Eh, eh, eh.

I thought that's what you liked about me.

'Cause I'm rude and incorrigible.

But on time?

You want me to be punctual?

Baby, please, there ain't
enough of me to go around.

You just gotta be patient.

- Stop that.

- Aw, you don't mean that, do you?

Of course you don't.

You like me this way.

You know I'm not rude to you, sweet lips.

I'm to the point.

I'm not the kind of guy that's
gonna say a bunch of stuff

you wanna hear just
'cause you wanna hear it.

I'm not gonna beat around the bush.

I'm gonna get straight to
the point, and my point is,

shut up and start smooching,

'cause I got things to do later.

- You can't win that easy, Fleckman!

- Fez, don't get me wrong, I like you.

You have that certain something

that makes a girl like
me weak in the knees.

- Weak in the brain, too.

- You're classy, you're swank,

and your wardrobe's to die for.

But I need more from a man.

I need to be loved, and held.

I want a little house and a
white picket fence, with a dog.

- I can give you those things, my pet.

- I want to have dinner made
when the man I love comes home.

And if we have problems with our children,

I want my loving husband to go upstairs,

sit them down, and give them
a good, stern talking to.

(ominous music)

Fez, what are you doing?

- Something I should've
done a long time ago.

(hypnotize warbling)

- Uh oh.

(screams)

- Dear God!

(foreboding music)

Doc!

- Rusty, what's wrong?

- You gotta help me, Doctor.

These creatures.

- Ah, the evil vampire.

Nosferatu, the undead.

Now to kill a vampire,
you'll have to take a stake.

You gotta take a stake

and drive it--
- No, no.

Doc, it's not vampires.

- Well, then the werewolf.

Now for the werewolf, you
have to get silver bullets,

and garlic, and wolfsbane.

- No, no, Doc, it's not werewolves.

- Not werewolves.
- Not vampires.

- Not vampires.

- It's Martians!

- Ah, so that would be
unidentified flying objects.

There are many cases of
unidentified flying objects.

It's not uncommon for
people from other worlds

to come and spy on our planet.

In many cases, they do
some interesting things.

They cut crop circles,
they mutilate cattle,

and at times, they even take
control of a weak-willed person

and make him do unpredictable
and silly things.

- Doc, I know all that,
but how do I stop them?

- Beats me.

- What?

- Ah, he's a nice kid.

He's a kook, but what are you gonna do?

(door closes)

- Say, what's with you?

- It's true, it's all true!

- What are you talking about?

- This, this is what I'm talking about!

It's all happening, they've invaded,

just like in the cinema shows.

I'm still waiting to
see a giant mutant bug

or lizard walk down our neighborhood!

- Like that would happen.

I told you, but you didn't believe me.

- I believe!

(ominous music)

- What happened out there?

(guns firing)

- There I was, in the bushes.

It was hot, damn hot.

It was mid-October, but the
heat had no mercy on me.

The humidity made it feel
like it was 2,000 degrees.

- Get on with it.

- Fez did something to Mitzy!

He's not human.

I think he's a creature.

(suspenseful music)

What do you think I should do?

It has evil mind control powers!

- Challenge him to a contest.

- Challenge him?

- If you win, you get
Mitzy, and he goes away.

If he wins, he gets
Mitzy, and you go away.

- But what if he wins?

- You can't let him win!

Mitzy's life and the fate
of the entire universe

rests on your shoulders.

- Well, at least there's no pressure.

Do you think it'll work?

- I have total faith in you, big brother.

- Then by Joe, I'll do it.

Fez Fleckman, you are in
serious trouble, my friend.

(dramatic music)

I have a moment to lose.

Thanks, kiddo.

- No problem, big bro, you big dope.

(upbeat salsa music)

- I said a dry martini, fruit cake!

Did you just touch my jacket?

- You and me, tomorrow night.

We're gonna find out whose
girl Mitzy really is.

(chuckles)

- And how we gonna do that, Rusty?

- Well, I...

A swing-off!

- What the hell is a swing-off?

- I have no idea.

But we're gonna have one,

and we're gonna settle
this once and for all,

you no-good, badly dressed goon.

- Okay, meatball, you are on.

You hear that, ladies and germs?

Rusty Rave has challenged me
to a swing-off tomorrow night.

(laughing)

Say goodbye to our local hero.

Bye, Rusty.

Bye.

- Oh jeez, what have I done?

(foreboding music)

- Can I keep him?

- As long as you keep
the bucket on his head.

- [Smirnoff] I heard that!

- Permission to speak, my lord.

- You may, at ease.

- That chucklehead Rusty
Rave has challenged me

to a swing-off tomorrow
night at the Velvet.

- Excellent!

An intergalactic swing-off
of apocalyptic proportions.

This means all of the
town's cute Earth honeys

will be there, correct?

After you annihilate him in
the competition of coolness,

we will entrance the cute Earth dames

and send their enslaved
brains back to Mars.

Then our planet will conquer
all that does oscillate.

- You mean swing?

- Leave us, wise guy!

Do not fail us!

- Yeah, yeah, no failing.

Do you have any sixes?

- Go fish.

- [Narrator] These are top
secret government agents

from the Flying Saucer Field Division.

They are looking for extraterrestrial--

- Shut up.

- [Narrator] Sorry.

- We're in Grover's Mill.

10-4.

A-okay.

Roger.
- New orders?

- Mother.

- Mother, the agency?

- No, my mother.

(upbeat swing music)

- [Woman] So, you're not
from around here, are you?

- No, I'm from Canada.

- These outfits will conceal us,

and yet make us hip and stylish, as well.

- I want to go home.

- You always want to go home.

- Shut up.

- No, you shut up.

- Both of you shut up.

We are about to witness Plan Z in action.

- Plan Z?

But there is no Plan Z.

- There is now.

(warbling)

(foreboding music)

- Ladies, tonight you're
gonna see the king of swing.

(giggling)

- Oh, Fez, you are so dreamy.

- Tell me something I
don't know already, babe.

(giggling)

- This is the establishment.

- They serve libations here?

Disguise.
- Disguise.

Cool, dude.
- Copactetic, man.

So, seen anything unusual?

- No.

No, nothing unusual.
(ray gun warbling)

- Thank you, let's move out.

- He was kind of cute.

(chill swing music)

(giggling)

- Well if it isn't my
arch-nemesis, Rusty Rave.

Howdy doody, Rusty.

- You don't scare me, Fleckman.

I know your little secret.

Kind of.

- Do you?

Well that ain't gonna help you now.

- Hi, Mitzy.

- Oh, Fez, he means nothing to me.

Let this pathetic nerd alone.

- Hey, what the?

- You're right, pussycat,
he's just a weasel.

- Are you chicken?

- What did you say?

- You heard me.

- Them's fighting words.

- So let's do it.

- Fine.

Let's swing.

(energetic swing music)

(cheering)

- Mind if I cut in?

- Let us go and prepare for our departure.

- I don't want to leave yet.

- First you want to leave,
then you don't want to leave.

- I swear, both of you.

If I had a rubber hose...

(cheering)

(warbling)

- Rusty?

Where am I?

- You're not gonna believe this,

but your mind was being
controlled by invaders from Mars.

- You're right, I don't.

Go get him, Rusty.

- I love you, Mitzy.

- I love you, Rusty.

- [Rusty] Will you marry me, Mitzy?

- Yes, I will marry you, Rusty.

- Swell!

(whistling)

(groaning)

- Me want Mitzy!

Me want!

(screaming)

(growling)

(flesh tearing)

(growling)

- Dear God, it's hideous!

- It's a monster!

- That's the most disgusting
thing I've ever seen!

- Where did he get those shoes?

- Watch out, he'll tear out your spleen!

(roars)

- That guy looks just like me!

(screams)

- Run, for the love of Pete, run!

(screams)

(suspenseful music)

- Rusty!

Rusty!

(coughs)

(tense music)

(shouts)

- See anything?

- No, you hear anything?

- No, let's move out.

You never saw us.

- We're not here.

- We are not looking for aliens.

- We are a figment of your imagination.

- Brought about by bad SPAM that you ate.

- Good day.

- Hey Ernie, how's your donut?

- Good, how's yours?

- Good.

- [Dispatcher] Car 54, car
54, this is dispatch, over.

- This is car 54, go ahead.

- [Dispatcher] There's some
strange antics and shenanigans

happening at the old Smirnoff
castle and chicken farm,

better go check it out.

- What kind of strange things?

- [Dispatcher] Weird
sightings, some people claim

to have seen a UFO and a
badly-dressed monster, that is all.

(dramatic music)

- Copy that, we're on our way.

- What's the matter, Bert?

- You know, it's always the same.

Ghosts, goblins, spooks, UFOs.

Just for once, I'd like to investigate

a good old fashioned murder.

- You said it.

- Well, let's get going.

(siren wails)

(suspenseful music)

(growling)
(screaming)

- Put her in the cage.

- No!

No, don't shoot me, I'm
an eminent scientist!

- My God!

So you really did come from outer space.

- No, no killing!

(zapping)

- Ew.

- Thanks, thanks a lot.

- Oh, I only stunned him.

You, pretty boy, won't be so lucky.

(growling)

Soon all of Earth's skirts will be mated

with the superior Martian overlords,

and all males of this planet will be dead.

Hey, what the?

(siren wails)

- You just gonna kill me?

- What was your first clue, Earth stooge?

(ominous western music)

- No!

(zapping)

- Sounds like someone is home.

- Oh, do you think?

- Why?

Why did you do this?

(shushes)

Whisper in my ear.

(somber music)

- What did she say?

- Nothing.

She just licked my ear.

You fiend.

You would kill your own kind?

- You can't make a sweater
without shaving some sheep!

- Yes, you can, there are
plenty of different acrylic--

- Silence, Earth bimbo!

- You can't talk to her like that.

- I just did.

- You'll never get away with this, Xedor.

Out of all the movies I've ever seen,

the good guys always win.

- This isn't a movie, Earth fool.

(tense music)

This is reality, something you
are obviously not living in.

(chuckling)

And we will get away with this.

Do you think Roswell was a fluke?

That was my idea to freak
you Earth weenies out.

- Hey, whose spaceship is double parked?

- Calm down, Mister, there's
no reason to get jumpy.

(shouts)

- Rusty, be careful!

- Fez, seize her!

Take her to the spaceship.

- Rusty!

- I'll save you, Mitzy!
(guns firing)

Don't shoot, you'll hit the girl!

- Is there anything I can do to help?

(grunting)

(suspenseful music)

(screaming)

- [Slagathor] Move, come on, come on!

(shouts)

(grunting)

- Oh no you don't!
- Let go of me!

- Get back here!

(grunting)

- Shoot, shoot!

(gun fires)

Not me, you moron!

(suspenseful music)

- Are you all right?

(groaning)

- Oh, move!

- Leave me, save yourself.

Getting weaker.

Must warn others!

- Come on, Doctor.

- Leave me be.

Save yourself, leave me to die.

- Where's Smirnoff?

- He's still inside, crazy old man.

(growling)
- Fez, no.

- Don't do it, Fez, you'll
get yourself killed.

- Must save master!

Must risk life!

- Okay.
- All right, whatever you say.

- Sure.
- Bye bye.

There goes a stupid, stupid monster.

- I'll never forget him.

(sobbing)

(crackling)

♪ Amazing ♪

(growling)
Fez.

(coughing)

Who's smoking in here?

There's no smoking in the laboratory.

Get off me, Fez.

(UFO warbling)

- Let them go!

- But they may come back
with reinforcements.

- No they won't.

- But how do you know, Rusty?

- I took the liberty of calling
the United States Air Force

before I got here.

(laughing)

- Oh, Rusty.

(whooshing)

(triumphant music)

- Damn that thing!

Use the gamma ray, destroy the Earthlings!

- Yes, my liege.

(zapping)

- Eat hot missiles, you Martian scum!

(beeping)

- Slagathor?

Aw, cripes.

- [Pilot] Nice shooting, Tex.

Now here's one from good old Uncle Sam.

Nab my girl, will you?

Take that!

- Shazbot!

(whistling)

- Hey, do you mind?

- Johnny!

Johnny?

(screams)

(suspenseful music)

- Watch this, Mitzy.

- This one's for you, Rusty.

(booming)

- They blew up Mars.

- They sure did, Mitzy, just for you.

(triumphant music)

Thanks, boys.

- No problem, Rusty.

Take care now.

- Now that was a close encounter.

- Let that be a lesson to you!

- Yeah, a lesson.

Tired, but I'm all right.

- Who the hell are you people?

- We're nobody.

- We're not here.
- We are illusions.

- We are figments of
all your imaginations.

- Brought about by bad SPAM that you ate,

and for the last time,

we are not looking for
beings from other planets.

- You know, it's a shame.

Dr. Smirnoff dead, and
lives senselessly wasted.

- Yes, now we'll never know

what the space men could
have shared with us.

We could've learned so much from them.

Cures for our diseases, new
means of transportation.

- They were planning on enslaving you

and turning you into a
mindless astro-zombie,

for the sole purpose of their pleasure.

- Oh yeah.

(uplifting music)

- Well I'm going home.

(upbeat rock music)

♪ He's a cool hip cat ♪

♪ He's got all the moves
and knows where it's at ♪

♪ He sends all the chicks ♪

♪ He's got all the lines,
he knows all the tricks ♪

♪ He's a monster man ♪

♪ Created to carry out a fiendish plan ♪

♪ He's an undercover lover
from beyond the stars ♪

♪ He's a mutant swinger from Mars ♪

♪ He's a flyby Romeo ♪

♪ An interstellar Don Juan ♪

♪ He's the cat's pajamas,
size extra long ♪

♪ He's the top banana, he's
a rama lama ding dong ♪

♪ He wears sharkskin suits
and drives hot rod cars ♪

♪ He's a mutant swinger from Mars ♪

♪ With the devil's grin
on his angel face ♪

♪ He's picking up girls
to send to outer space ♪

♪ Step aside, boys, you
ain't got a chance ♪

♪ The girls are all under
his unearthly trance ♪

(guitar solo via Creepy Rick)

♪ When he makes the scene ♪

♪ The chicks all drool
and the cats turn green ♪

♪ He's got secret powers ♪

♪ He's the king of swing
and the man of the hour ♪

♪ He's Rudolph Valentino
made by Frankenstein ♪

♪ A reanimated dragster
smoking on the line ♪

♪ He's top hunter in the cocktail bars ♪

♪ He's the mutant swinger from Mars ♪

- What was it like working with Orton?

Well.

I mean, he's...

The man is just, he's...

Well he's given so much.

- Well so does Charles Manson,

or, I believe, that Jones fellow

who killed a lot of people
with Kool-Aid, you know?

- Man has no talent.

He doesn't even know which end

of the camera to look through.

- He's touched...

Well I mean, he's just
touched everyone's lives

just by being Orton.

Well I just have to say
that he is my inspiration.

- Being near movie theaters
was a very beneficial thing

for me, because I learned at
an early age the art of cinema,

how to craft film, how
to make works of genius.

- [Interviewer] Tell me about your mother.

- He's my...

He's just everything to me.

I mean, if the man were...

Oh, I just won't say it, but...

- So he relies on his crew for everything.

- What was it like working
with Lance? (chuckles)

Well, Lance had a thing
for me, but you know,

he never quite really got into it.

- Well, you know.

Being romantic with her is,
in the other films, was,

well, you know I love her
like a sister, which I mean,

by itself gave it many different levels.

- But I mean, I tried and I tried,

and he just was the only man
who never really came onto me,

and I don't really understand why.

- When he wasn't around, she
and I would rehearse scenes

just over and over, just
countless numbers of times,

because she always felt

that there was just something missing,

and so we would, she wanted to rehearse

and rehearse and rehearse.

When we did "Ghost Grabbers", actually.

When we did that film, I think
she and I spent more time

rehearsing the love
scenes than anything else.

Yes, now that I think about it,

I don't think we ever rehearsed
any other scenes but those.

- You know, I had every...

I think he was fine.

- Preferably, I view her
with a great deal of mileage.

- She and I, I think,
were, apart from Orton,

just together on such a separate plane.

- You will be my slave.

- The man doesn't even
know what he's doing.

- And another prediction I have

is the French will invent Velcro.