The Glass Bottom Boat (1966) - full transcript

Jennifer Nelson and Bruce Templeton meet when Bruce reels in her mermaid suit leaving Jennifer bottomless in the waters off Catalina Island. She later discovers that Bruce is the big boss at her work (a research lab). Bruce hires Jennifer to be his biographer - only to try and win her affections. However, there's a problem. Bruce's friend General Wallace Bleeker believes that Jennifer is a Russian spy, and he has her placed under surveillance. Then, when Jennifer catches on...Watch Out!

You're looking at
the famous undersea gardens

of Catalina island,

a paradise of exotic fish
and giant kelp.

The largest of these is
the great bladder kelp.

That's what I said, madam...
bladder kelp.

Note the gentle swaying motion
of the kelp plants,

like a lovely ballet.

And if a mermaid should happen
to join our ballet,

remember, anything can happen
in the mysterious depths

of the ocean.

Anytime, Jenny.



OK, pop.

Hey!

What in heaven's name
do you think you're doing?

You talkin' to me?

Yes, I'm talkin' to you!
That's my suit on your line.

Oh, I'm sorry.

It's a pretty
funny-lookin' suit.

It's my mermaid tail,

and would you please
throw it back?

That's kind of difficult.
It's all tangled.

Why don't you
come aboard,

and I'll
untangle it for you?

That's a little
difficult, too,

since I'm bottomless!



Oh. Yeah, I see
what you mean.

Here. Get into this.

And another thing...

don't you believe
in signs?

Now what are you
talking about?

That sign over there
that says

"no fishing."

Oh, well, I wasn't
exactly fishing.

Well, then
what were you doing?

Maybe I was hunting
for mermaids.

Oh! I'm gonna
have you arrested.

They're gonna
have you arrested,

goin' around
without your bottom.

Listen...

♪ All aboard, all aboard,
on the glass bottom boat ♪

♪ It's the greatest show
that was ever afloat ♪

♪ Take a ride on the tide
with the guide and see ♪

♪ The way-out wonders
of the deep, blue sea ♪

♪ The deep, blue sea,
the deep, blue sea ♪

♪ There's a lot to see
in the deep, blue sea ♪

♪ The sailfish sail,
and the blowfish blow ♪

♪ Cockles and mussels,
alive, alive, oh ♪

♪ The hermit crab,
he lives alone ♪

♪ You can't even get him
on the telephone ♪

♪ The Halibut's eyes
turn up and in ♪

♪ He don't know
where he's goin' ♪

♪ But he knows
where he's been ♪

♪ The deep, blue sea,
the deep, blue sea ♪

♪ There's a lot to see
in the deep, blue sea ♪

♪ The glass bottom boat,
you will agree ♪

♪ Can show you the magic
of the deep, blue sea ♪

♪ Spiny crabs
and whitefish, too ♪

♪ Will all be there,
what a hullabaloo ♪

♪ With so many fish
upon the scene ♪

♪ There's hardly room
for a fat sardine ♪

♪ The deep, blue sea,
the deep, blue sea ♪

♪ There's a lot goin' on
in the deep, blue sea ♪

♪ Oh, life on the glass bottom
boat is great ♪

♪ I'm the captain ♪

♪ You could use a mate ♪

♪ The turtle is slow
but not so dumb ♪

♪ He has his own
condominium ♪

♪ A blue point oyster was
caught with a poil ♪

♪ He swore he didn't even
know the goil ♪

♪ The deep, blue sea,
the deep, blue sea ♪

♪ There's a lot to see
in the deep, blue sea ♪

♪ The glass bottom boat,
you will agree ♪

♪ Can show you the magic
of the deep, blue sea ♪

♪ The flyin' fish
was an awful ham ♪

♪ Made a 3-point landing
in the frying pan ♪

♪ The porpoise has
the most horsepower ♪

♪ But the whale's the one
with a built-in shower ♪

♪ Starfish, starfish,
2 heads all... ♪

Is it correct to say,
Mr. Templeton,

your company's
new device

will overcome
weightlessness in space?

Yes, that's right.

It actually
simulates gravity?

Electronically
speaking, yeah.

Mr. Templeton, could you
explain a little more...

gentlemen, gentlemen,
one at a time.

What do you call
this thing we saw?

Well, technically,
this thing is referred to

as gravity inertial stabilized
manned observatory.

The initials for that
are G.I.S.M.O.,

and that spells gismo,
and that's what we call it.

Bruce?

Yeah, Paul?

I got a little problem.
Can I come up?

Why don't you stay there?
I'll come down to you.

Do the Russians
have anything like gismo?

No. I'm sure
they'd like it, though.

Can you give us
the equation?

No. I'm sure they'd
like that even better.

If you'll excuse me,
I have to leave.

My partner Mr. Molloy
will carry on,

answer
any further questions.

You can handle that,
can't you, Einstein?

- I'll fake it, old buddy.
- Yeah. Fine.

Ah...

All right, fellas...

and little lady...
fire away,

but remember,
Templeton's the brains.

I just move
the merchandise.

How did he arrive
at this equation?

Well...

Now, this building
is called the m-1 building,

all this specially
designed for testing

spacecraft
and sub systems.

The laboratory
is fully equipped

with a thermal
vacuum chamber,

a superclean room,
and a space capsule.

Mrs. Nelson, may I see you
for a moment, please?

Oh, yes,
Mr. Goodwin.

Uh, would you
excuse me, please?

Yes, sir?

As soon as you're
finished with the tour,

- come up to my office.
- Yes, sir.

I'd like
to mobilize everybody

in public relations.

The press are clamoring
for gismo data,

and I thought
you might be equipped

to write some of it.

Yes, sir.

Did you say that
I should write it, sir?

Oh, I'd like that
very much, Mr. Goodwin.

I really would,
but you must understand

that I'm
just a beginner.

I've had no experience
whatsoever.

I have
every confidence

in your work,
Mrs. Nelson.

Thank you,
Mr. Goodwin.

Besides, I've taken a
special interest in you.

Well, that's very
kind of you, sir.

Uh, the tour...
I'd better...

Hi, Jen.
How do you like

your first week in
the think factory?

Oh, boy. It's like
being back at college.

I even had an offer
to stay after school.

So I noticed,
but remember,

the campus widow
can't just brush off

the Dean of women.

Campus widow?

Say, how does everybody
know so much about me?

That badge
you're wearing...

it represents
a tight security check.

Sex... female.
Marital status... widow.

Widow...
that's like catnip.

Well, not for that cat.

Oh, Donna, may I borrow
a dime, please?

I have to call
my dog. Thanks.

Did you say you were
calling your dog?

Yeah.

With me away
at work all day,

the poor thing doesn't
get any exercise,

so whenever
the phone rings,

he runs around the house
barking like crazy.

Four...

Five...

OK, Vladimir,

that's all I have
time for, baby.

See you later.

Ha ha! Vladimir?

There you are.

Thanks.

Thank you very much
for waiting.

This is called
the clean room.

It's completely
sterilized

so that
no dust or dirt

will contaminate
the critical parts.

Workers entering
the clean room

must first stand
on this grate,

which shakes off dust
from shoes and clothing,

like this.

Oh! Oh!

Oh!

Oh, gosh.
Oh, dear!

I guess we'd
better go now.

We'll go that way.

Excuse me.

I'll be out of your way
in just a minute.

Hey! You're
the mermaid.

Yes, I'm the mermaid.

Didn't recognize you
with your clothes on.

Ha ha!

We never did introduce
ourselves, did we?

Well, let's leave it
that way, shall we?

What are you mad
about, mermaid?

In case
you hadn't noticed,

my heel is stuck.

Don't you believe
in signs?

You could have your
license revoked.

OK, so now
we're even.

OK, so let me help
you with your shoe.

Oh! Ooh!

Oh! Will you
please... you!

Where's your sense
of humor?

Wait. What about
your shoe?

- Hey, Cripps.
- Yes, sir?

Where's
Mr. Templeton?

I believe he's
in the clean room, sir.

Thank you.

Hey! Hey!

Oh!

What are you
trying out for?

Some creep
is chasing me.

Oh, honey.

Do you see him...

a wild-eyed maniac
with one shoe?

Listen...
Oh, hello, Donna.

Hello,
Mr. Templeton.

Can I do something for you,
Mr. Templeton...

Mr. Bruce Templeton?

I was looking for
the owner of this.

You haven't
seen her, have you?

It's funny you
should mention that.

I did see somebody, but...

she's a very attractive
blond, somewhat kooky,

with one shoe off
and one shoe on.

Hello there.

Oh! Oh.
Um, hello, sir.

Did you lose
something?

Oh, uh...No.
Uh...Uh...

Oh, Mr. Templeton,

I am so sorry
about all this,

but I didn't know
who you were.

Well, I'm just...
I'm so embarrassed.

Are you all right?

Oh, yes, I'm...
I'm fine, thank you.

But, uh...
Yes, I'm fine,

but please
forgive me.

Oh, there's nothing
to forgive.

It just seems
I now owe you one shoe

and one mermaid's tail.

Oh, not really.
Don't worry about that.

Yeah, well, anyway,
there's the shoe,

and I'll send you
the mermaid's tail.

Thank you
very much, sir.

Tell Mr. Molloy I want to
see him, honey, will you?

Oh, Zack...

what happened to you?

I have just
dictated a memo

to the janitorial
department.

The dust under
the clean room grate

is to be
cleared away daily.

That's all,
miss Perkins.

You... you...
you didn't...

Ha ha ha!

You didn't
fall through the...

ha ha ha ha!

Ha ha ha ha!

Ho ho ho.
Where is the humor?

It just so happens
that dust

is the worst thing
in the world

for my ulcers.

My doctor told me
this morning...

Ah-choo!

Zack, Zack.

Oh. Where are you?

You're kidding.

You found a girl,
and you're interested,

like she was a piece
of space hardware?

Like a piece
of space hardware.

Whee!

Whee! Going to
take time off,

sit on the boat
in the sun

with my little piece
of space hardware.

Ah, ah, ah.
Oh, I almost forgot.

- You know what this is?
- What?

This is the air force
confirmation to go, go, go,

- put gismo into orbit.
- What?

Of course,
we could cancel it.

It's only
a $75 million contract.

Tell you what I'll do.
I'll call General Bleecker,

tell him you found a girl,
you're not interested.

Wait. In orbit
by July?

Three months.

It's impossible.
We can't do it.

You can do it.

- We can?
- Yeah.

Maybe we can.
Let's think carefully.

Right. You go
to Washington.

Tell that general
it's a cinch.

I already got the plane
tickets. Are you kidding?

Honey, get me
Goodwin and Valenti.

We'll work
24 hours a day.

That's my boy...
all work and no play.

Push that gal back
in your calendar.

Better still, give me
the number. I'll call her.

No. She's
something special.

I'll call her myself.

I know you
with girls. Forget it.

Give me the number.

Wait a minute. You've
done this before.

- Out. On the plane. Go.
- I was only trying.

- A little try.
- Washington, go.

- She might like me.
- The jet. Go!

Honey!

Oh, hi, Mabel.
Hi, Norman.

What have you
got there?

Well, this package
came for you

while you were out.

For me?
You're kidding.

And the boy
said it was from...

who did he say
it was from?

Mr. Templeton.

Mr. Temple... oh!

That must be
my mermaid tail.

Mermaid's tail?
You been fishing?

Ha ha ha! No.
It's a long story.

I'll tell you
sometime.

Jennifer,
we have a lovely man

coming over tonight,

a business associate
of Norman's.

Mr. Mutnyik.

He's older,
but very well-to-do,

if you know
what I mean.

Would you join us?

I wish I could.
I'd love to meet him.

But I have to get dressed
and go to class right now.

But thanks for
thinking of me.

I'll take
a rain check on that.

And thanks for
taking in this box.

I'd better get in

because Vladimir's
barking like crazy.

Oh! I'm sorry,
Norman.

That's all right.

Excuse me.
Thanks a lot!

Class!
You can't tell me

she goes to class
every night.

And you didn't even
talk to her

about that
idiotic dog.

I didn't get a chance.

Barking, barking,

every time
the phone rings.

Hello, my love.

I missed you.

Hello there.
Hello, sweetheart.

Call a cop.

Call a cop yourself.

Hello. Hey. Hello, fish.

You all there?
You hungry for your din-din?

OK.

Come on. Eat hearty, kids.
No hooks.

Hello,
sweetheart.

Hello, my sweetheart.

Corky!

How's my boy?

Unit four,
Los Angeles.

This is 11-q-1173,

unit two,
Santa Catalina calling.

Come in, please.

Come in, unit two.

- Hi, Jenny.
- Hi, pop.

You'll be happy to hear we
got the mermaid outfit back.

Yeah? How?

If I told you,
you'd never believe it.

You can tell me
about it

when you come
over on the weekend.

Pop, I don't think I can
make it this weekend.

I've got a million
things I have to do.

But, Jenny,
you got to come over.

I've got to have
a mermaid.

Use Nina.

I said mermaid,
not whale-maid.

"Couldn't find the tail.
Will this cover you?"

Hey, Jenny, you
talking to yourself?

Huh? Yeah, I guess so.

That's what you get
for living alone

with birds and dogs
and tropical fish.

If you'd told me
you couldn't make it

because you had a
boyfriend or something,

that would be
different.

There you go again...
nag, nag, nag.

OK. Talk to you
tomorrow.

Oh, OK, pop.

So long, Nina.
No hard feelings.

What do you mean...
whale-maid?

Let's face it,
baby doll.

You ain't no guppy.

Ha ha ha!

He's kidding!

Oh, no.

OK, try, uh...

R.P. Minus 27
over y-squared, OK?

Right.

As I was saying, sir,
I happen to have

a dossier on the girl,
if you care to hear it.

Oh, yeah.
Go, Homer.

Dossier...
Jennifer Nelson,

married, widowed.

Husband
Randolph Nelson...

Oceanographer.

Oceanographer.

Thank you, sir.

He went down
in a diving bell

off the Bahamas.

End of husband.

Father Axel Nordstrom,

operates glass bottom boat
in Catalina.

Girl lives alone
with dog,

two myna birds,
and tropical fish.

Ha ha ha! Hobbies...
boating and cooking.

Won first prize
in baking contest

for banana cream cake.

Ha ha ha!

Holds navigator's
license number 7256.

Currently taking
night courses in...

are you ready for this...

dramatic writing,
ballet, sculpture,

music appreciation,
radiotelegraphy,

ceramics,
and mapmaking.

Mapmaking? And I
thought I was busy.

You got some problem
with this girl, sir?

Yeah. Toughest kind,
Homer...

two bodies moving
in different orbits.

Well, I always said

there was an equation
for everything.

I believe you were
quoted to that effect

in one of
the magazines, sir.

Take Mars
and you take Venus.

Yes, sir.

Mars is locked
in his orbit

because of
extreme pressure.

Pressure?
Oh, right, right.

But if we can
induce Venus

to move out
of her orbit,

with the added
factors of X plus Y,

and apply it
to C.O.C....

C.O.D.?

Yeah. Contents
of dossier.

I'm lost.

Well, have a look.

C.O.D. Plus XY
to the second power

Plus O.S....
Orbit shift...

equals Mars
and Venus joined.

Amazing, sir.

Do you think the world's
ready for this?

Homer, like all
great thinking,

it's a wonder nobody

ever thought of it
before.

Mrs. Nelson.

Oh, yes, sir.

Mr. Templeton wishes to
see you in his office.

Mr. Temple...
Oh, about what, sir?

You see, Mrs. Nelson,

in a very short time
from now,

a manned rocket
will take off

for some far,
distant part

of our solar system,

and just in case

I'm not around to
answer any questions,

your biography will
anticipate anything

that might be
asked about me.

Oh, yes, sir.

To help you work
more effectively,

I'd like to take you
into my full confidence.

All this is highly
classified, of course.

Of course, sir.

Oh, and you know,
Mr. Templeton,

our department
uses a code name

for each assignment.

What shall I call
this one, sir?

Well, let's
call it, uh...

Let's call it
project Venus.

Project Ven...

you mean you're
going to the...

hmm?

Yes, sir.

Mr. Templeton.

Yeah?

We're ready for you
in the tower.

Fine. We'll be
right there.

Uh, we... that's
you and I.

- Let's go.
- Oh! Yes, sir.

Here we are.
Not very flattering,

but you got to
wear one out here.

Oh, thank you.

Actually, I'm a little
ol' country boy

from Sioux city,
Iowa, and, uh...

Mrs. Nelson!

Oh, OK.

Sorry,
Mr. Templeton.

As I was saying,

I was born
in Sioux city, Iowa,

and I like baseball,
paperbacks, movies.

Oh, and I love

a really good piece
of banana cream cake.

Banana cream...

what's the matter?

I... I just...
I won a contest

for baking
a banana cream cake.

No. With marshmallow
or coconut?

Both.

Jenny,
that's fantastic.

This is my very
special favorite.

Is it really? Oh!

Those are
adjustable.

Oh, are they really?

Thanks.

Thanks very much.

Mrs. Nelson?

Mrs. Nelson?

Help!

- Here.
- Thanks.

Not getting tired,
are you?

You're the one
who needs the sleep.

Oh, where the goddess
of love is concerned?

Who can sleep
when you're plotting

a rendezvous
with Venus?

Mr. Temple...
Oh, I'm sorry.

No, no,
it's all right.

Well, I just want you
to know how proud I am

to be a part of this
fantastic experiment,

and I know
you'll make it.

I'm sure of it.

Keep that thought.

- 10, 9, 8...
- Here we go again.

- You want to watch this?
- Yes.

6, 5, 4,

3, 2, 1,

fire.

Oh!

Come in. I've been
expecting you.

Besides, I heard
your car drive up.

I'm Mrs. Nelson.

I know that.
I'm Mrs. Miller.

How do you do?
My, what a house.

Is that a cake?

Oh, yes. I baked it
for Mr. Templeton.

Here. It must
be heavy.

Oh, I hope not.

Hello, Jenny.

Oh, hello,
Mr. Templeton.

Jenny, Mrs. Nelson,

this is Edgar Hill
of the CIA.

How do you do?

Why don't you go in
and get started?

Anything you
need, ask Anna.

OK, thank you.

- Come on.
- Excuse me.

My, uh, biographer.

Guess I'd better settle
down and read it sometime

and find out what
I've been doing.

And the other lady
is Anna Miller?

Yeah. Cook, housekeeper,
and absolute treasure.

Been with me
for 10 years.

That is Pritter's
hi-fi service

wiring the house
for a party.

Well, I'll be
in town a few days

checking on another
spy rumble,

then back
to Washington.

Sorry it wasn't more
exciting for you here.

Let's keep it
that way.

Oh, yes. This new
equation of yours...

where's it kept?

Up here. Why?

No plans
or blueprints?

Sure. They're
in two vaults...

one at the office,
one here.

Invulnerable?

Yeah, they're invulnerable.
Come on. I'll show you.

If you need
paper and things,

they're behind
this bookcase

that pulls
out and turns.

Thank you, Mrs. Miller.

Anna.

Jenny.

Here we are. Each
vault opens only

to the frequency
of my voice

and a special
word sequence,

and since each voice
is uniquely different,

the safes are, as you say,
invulnerable.

Excellent.

Anna? Yoo-hoo!

Aah!

What? Oh, I...
Oh, I... I...

I'm... I'm... I'm so...
I'm... I'm sorry.

- Oh, my heart!
- I didn't mean to scare you.

I'm fixing
the P.A. system.

I... I... I'm... I'm...
I'm sorry.

Um, Pritter's
the name.

Julius Pritter.

Pritter hi-fi
stereo, you know?

I... oh, my card,

uh, in case you need
any work done.

I... oh...

I'll be out of
your way in a jiffy.

I...scary closets.

Oh! Be careful!
Don't move!

Oh, no!

- Oh! Oh, no!
- What was that?

That was a cake.

I'm... I'm awfully
sorry, lady.

That makes two of us,
or three.

Uh...what
should I do?

Don't move. You'll
mess up the whole floor.

Could you hurry up,
please?

It's starting
to permeate.

I don't
feel so well.

I have this cold
coming on.

My sock is
getting soggy.

Put it all in here.

OK. I think I'm
going to catch cold.

You push.

Yeah, OK. Here.

And don't let
any of it drip out.

OK. That's...
Oh, good.

That's good.
Yeah.

Now shake it
all loose.

Shake it...

I think I'm stuck.

You can't be stuck.

Yes, I am, because
my toes are bent up.

I have this
ingrown toenail...

in fact,
two of them...

Mr. Pritter,
I'd rather not hear

about your ingrown
toenails at this moment, OK?

OK. Yeah. Uh...

Lady, I have
this condition.

Mr. Pritter,
will you please...

- shut up?
- Right. Now, hang on!

I'm hanging. Pull!

I'm pulling!

Aah! Whoa!

Oh!

Oh, I'm sorry!

I'm sorry,
Mr. Pritter.

Are you all right?

No, I always twine
myself in ladders

with a foot on my cake...
a cake on... aah!

It's still stuck!
Lady, wait! Please! Oh!

Just be still,
Mr. Pritter.

Wait! My shoulder's
connected to that.

I think we should
get that out.

Wait a minute!
Well, wait.

I have to do
the ladder.

Oh, yes. Very good.
Oh, wait.

The lip is there.
This is the lip.

Oh, the lip!
Oh, god!

Oh, it's really a mess.

You know something?

You're irritated with me.
I'm irritated with myself.

It's just a good thing

that I didn't fall
in the pool with my cold.

That's all. Oh, boy!

I'll tell you
one thing...

I cannot go
through life like this.

Oh...

Well, Mr. Pritter,

now, wait a minute.

What?

We have to
approach this...

we have to approach
it scientifically.

Right?

Sure. Why not?

Now, listen to me.

Oh, you're thinking?

I've got it.

I'm going to put
all my weight

on this basket,

and when I do,

you pull
your foot out.

You see what I mean?

Oh, scientifically?

- Yeah. OK?
- Sure.

All right? Ready?

Here I come.

Now I pull out,
right?

Uh-huh, and I'll
push down.

Aah!

Mr. Pritter!

Mr. Pritter?

I'm stuck.

Oh, please!

Lady, your heel
is in my ingrown.

Ooh! Aah! Ooh!
Aah! Ooh! Aah!

- Mr. Pritter?
- Yeah?

We cannot approach
this scientifically

until I get
my foot out.

No more scientific,
please.

Listen to me. Let me
hold on to you.

Oh, lady!

Uh! Uh! Ooh!
My watch! Uh! Wet!

Mr. Templeton said
for you to relax,

Julius, dear.

I'll have your clothes
pressed like new

in just no time.

That's fine, Anna.

It's kind of large,

but that's a good-looking
shirt on you.

Thank you.

Mr. Templeton, I'm so
sorry about the house.

It's just a mess.

- Don't worry about that.
- I'd like to clean it up.

I'm worried
about your foot.

He hurt your foot,
didn't he?

He stepped on it
in the waste basket,

and he's not too thin.

Poor Mr. Pritter.
How is he?

He's kind of hiding
while Anna cleans his clothes.

He was a mess,
believe me.

I shouldn't laugh,
but did you see him

when he took the fish
out of his shirt?

They seemed to enjoy it.

They're still swimming
around there,

kind of exhilarated.
You know something?

I've got a confession
to make.

What?

I'm not really sorry
you hurt your foot.

Feels kind of good.

I have a confession
to make, too.

You've got
the wrong foot.

Yeah, it's this one.

Ooh! Right in there is
where he stepped on it.

It's kind of swollen.

Yes, it is. Maybe we should rub
some more cake on it.

Oh, no!

Gee, I'm sorry
about that cake.

Not half as sorry
as I am.

You really
like it that much?

That's my main food,
staple diet.

Well, why don't I
bake another one?

- That's a marvelous idea.
- If you've got the stuff,

I'll do it.

Anna has a perfectly
organized kitchen.

I'm a great assistant
pastry cook. Let's go.

Let's ruin
our waistlines.

All right.

I just can't
get over it.

I've never seen
a kitchen like this.

Really? It's
all very simple.

Everything works
from over here.

Push-button stuff.
Come here. Look at this.

Infrared rays for baking...
no heat, no sweat.

Radiation equivalent

to 1,000 degrees
Fahrenheit.

What do you think
of that?

It's like
an operating room.

Well, let's
start operating.

OK.

What's your
secret formula?

Well, the secret's
in the beating.

You whip the egg whites
stiff but never dry.

- Stiff but never dry.
- Remember that.

First we'll
get rid of these.

Photoelectric cell.

Really? I'm
so impressed. Ha!

Uh...would
a kitchen like this

have an eggbeater?

An eggbeater?

Uh-huh.

One eggbeater,
coming up.

I don't believe it!
Ha ha ha!

Boy, this kitchen
doesn't need a woman.

Jenny, you're
the one good thing

in this kitchen I didn't make
provision for,

but in case you're
a sloppy cook,

I made provision
for that.

Look at this.

It's alive!

They call it an
automatic floor cleaner.

It has eyes!

Watch this.

It's got a nose, too.

And what's that thing
in the back?

The little...

It's an oscillating
suction chamber,

- believe it or not.
- Really, is it?

Really.

Where does it go?

In its little house.
We call it the bug.

There will be one
in every home someday.

Oh, not in mine!
Oh, boy!

Oh, the egg whites
are finished.

Wait, wait.

Press the red
button.

- This one?
- Mm-hmm.

- I don't believe it!
- Isn't that cute?

It really is.

Ha ha ha!

It's incredible!

It only takes three minutes,
and it's finished?

Time is relative
in the space age.

What's
the next move?

Let's see. We turn it
down to 350.

Control to operator.
Green for go 350.

And it just pops open
when it's done?

Just like a flower.
Talking of flour,

you're a mess.
Come here.

Oh, I'm a messy cook.
Thank you.

Hey!

What?

You always had
all those freckles?

- Yes.
- They're cute.

Thank you. When I
was a little girl,

I used to hope they'd
all grow together

so that it would look
like I had a tan.

But the boys
chased you anyway?

Oh, I could run
like a deer.

You still want to?

Yeah?

Your
private phone.

Mr. Molloy calling
from Washington.

OK, Anna.

Don't you nibble
at that while I'm gone.

Ohh!

My cake?

Aah!

Ow!

Ow! Get... get
out of there!

Oh! Oh!

Ow! Ow!

Get out of there!

Give me back my slipper!

You get off!

Get off of me!

Oh!

You give me back
my shoe!

Oh!

This is
the quickest trip

I've ever made
to Catalina.

How fast
are we going?

We're going
plenty fast,

but it's classified.

We're developing
Rimcop for the Navy.

What does that mean?

Huh? Rimcop?

Robot-insured manned
observation post.

How do you
like that?

Oh!

This craft
could be operated

from great distances
by remote control.

Pick your target,

press that button,
and jowie!

Really?

Hey, this is like
I have on my TV.

Same idea, except I can't get
the late, late show.

Here, you steer.

I'd rather not
do that.

Come on. Are you or
are you not the girl

in the glass bottom
boat?

I are.

There you go, sailor.

Press the middle lever
for more speed.

OK, you asked for it.

Oh! Oh! Our thing!

What thing?

Quick! The remote
gadget!

What?

The remote gadget.

How do I stop
this thing?!

It's under the cowling!

There's a switch
under the cowling!

What?! Oh!

Jenny, don't worry!
I'll steer you between them!

Hey!

Hey!

Over! Get over, you!
Over!

Hey! Out of the way!

Out of the way!

Look out! Turn!

I'm sorry!

Give me that.

Pop!

Great balls
of fire!

Look out!
The boat's coming this way.

Watch out!

Pop, look out!

Look out, Jenny!
Look out!

You're heading
for shore!

Hard to port!

Uh...jump!

Fat chance of selling that
to the Navy.

Jump!

Hey! Look out,
everybody!

I'm coming!

Hard to port!

Come on, sit down.

♪ All aboard, all aboard
on the glass bottom boat ♪

♪ That's the greatest show
that was ever afloat ♪

♪ Take a ride on the tide
with a guide and see ♪

♪ The way-out wonders
of the deep, blue sea ♪

♪ The deep, blue sea,
the deep, blue sea ♪

♪ There's a lot to see
in the deep, blue sea ♪

♪ The sailfish sail,
and the blowfish blow ♪

♪ Cockles and mussels,
alive, alive, oh ♪

♪ Well, the hermit crab,
he lives alone ♪

♪ You can't even get him
on the telephone ♪

♪ The Halibut's eyes
turn up and in ♪

♪ He don't know
where he's going ♪

♪ But he knows
where he's been ♪

♪ Well,
the deep, blue sea... ♪

Jenny! You'll
stay like that!

♪ In the deep,
blue sea ♪

♪ The glass bottom boat,
you will agree ♪

♪ Will show you the magic
of the deep, blue sea ♪

♪ Spiny crabs
and whitefish, too ♪

♪ They'll all be there,
what a hullabaloo ♪

♪ With so many fish
upon the scene ♪

♪ There's hardly room
for a fat sardine ♪

♪ Well, the deep, blue sea,
the deep, blue sea ♪

♪ There's
a lot going on... ♪

♪ In the deep,
blue sea ♪

♪ On the glass bottom
boat is great ♪

♪ I'm the captain ♪

♪ You can use a mate ♪

♪ Speak for yourself,
little Jenny girl ♪

♪ The turtle is slow,
but not so dumb ♪

♪ He carries
his own condominium ♪

♪ The blue point oyster was
caught with a poil ♪

♪ He swore he didn't
even know the goil ♪

♪ Oh, the deep, blue sea,
the deep, blue sea ♪

♪ There's a lot to see
in the deep, blue sea ♪

♪ The glass bottom boat,
you will agree ♪

♪ Will show you the magic
of the deep, blue sea ♪

♪ Oh, come along
on the big clambake ♪

♪ And watch that
swordfish cut the cake ♪

♪ When the barracuda
makes the scene ♪

♪ The jellyfish shivers
like a tambourine ♪

♪ The flying fish
is an awful ham ♪

♪ Made a three-point
landing in a frying pan ♪

♪ The porpoise has
the most horsepower ♪

♪ And the whale's the one
with the built-in shower ♪

♪ Starfish, starfish,
two heads all ♪

♪ Abalone casserole ♪

♪ Giant, giant,
giant kelp ♪

That's beautiful!
It's just beautiful.

- It's too fast.
- You asked for it.

You wanted
to do it.

More!

♪ Mi ♪

♪ When I was
just a little girl ♪

♪ I asked my father ♪

♪ "What should I be?" ♪

♪ "Should I be reckless?
Should I be shy?" ♪

♪ Here's what
he said to me ♪

♪ Que sera, sera ♪

♪ whatever will be,
will be ♪

♪ The future's
not ours to see ♪

♪ Que sera, sera ♪

Give us a little
thing on the end.

Oh, you're beautiful.
You're beautiful.

Jenny, sorry
to break this up,

but Zack seems
to ferret me out

just wherever I am.

Oh, I'm sorry, too.

Are you really?

Yes, I am, really.

Jenny, um...You see
that moon up there?

You mean that moon
up there?

- Yeah, that's the one.
- Yeah.

Well, right next to
that moon up there

is a planet
called Venus,

and I just hate to
leave a girl alone

looking at a planet
like Venus.

You see, what
I'm trying to say

is that Venus
is shining

just as beautifully
over at my house.

Doesn't that
make sense?

And also what
I'm trying to say

is I wouldn't
be all alone

with my musty
old equations.

Doesn't that
make sense, too?

Jenny, I think you're
trying to tell me something.

Good night.

Thanks.

Let's go, Jim!

♪ Soft as the starlight
in the sky ♪

♪ Soft as the kiss
when we said good-bye ♪

♪ Warm is the glow
from the moon above ♪

♪ Warm is my heart
that is filled with love ♪

♪ Love that only you
can bring ♪

♪ Love as soft
and warm as spring ♪

♪ My heart knows
the reason why ♪

♪ I feel soft
as the starlit sky ♪

♪ Dreams become reality ♪

♪ Darling, when you're
near to me ♪

♪ So I'll dream
of you inside ♪

♪ I feel soft
as the starlit sky ♪

♪ Soft as the starlight
in the sky ♪

Impossible.

The whole thing's
ridiculous.

You guys are off
your collective rocker.

Mr. Templeton,
classified information

has been leaking
from space plants,

a spy ring is operating,

and an innocent-appearing
woman like Jennifer Nelson

could well be part of it.

Yeah? And I'm partial
to blond foreign agents.

Is that it?

You don't go along
with that, huh?

What do you think?

Brief him, Homer.

As chief
security officer

of this plant...

that is, until
Mr. Johnson

returns
from vacation...

it is
my sworn duty...

Homer, you're not
running for election.

Get to the point.

Point one...

she's a pretty

strange-acting
female.

Yeah, I'll buy that,
Homer. What's point two?

Well, sir, I don't see you
picking up the phone

three and four
times a day

and talking in code,

like she does three
or four times a day.

How does someone talk
to someone in code, Homer?

She dials...

Then she says
in the receiver,

"1, 2, 3,

4, 5, 6."

"That's all for now,
Vladimir."

Vladimir?

Vladimir...
an old Indian name

from a tribe
on the outskirts of Moscow.

Go ahead, Homer.

And I don't
see you, sir,

making fires in
your wastebasket

and burning
secret papers

in the middle of the night
like she does.

What?

Oh, she's clever,
sir. Clever.

Mr. Templeton,

does this mean
anything to you?

"Cash on delivery
plus XY squared."

Yeah, I guess so.

It's the work
of a crackpot.

Go on, Homer.

Well, you wrote
it on a pad, sir,

when I was over
there, remember?

The day, uh,
she returned

your tiger-striped
bikini.

Well, that's... that's
nothing. Forget it.

It must be something,

or you wouldn't
have written it.

If you must know,
it's a formula

for putting Mars and Venus
together in the same orbit.

You need a rest.

As soon as this is over,
we're going to...

look, shut up, Zack.
This is junk.

Then why was it transmitted
by shortwave radio?

Mm-hmm. We intercepted it
last night.

Brief him on that,
too, Homer.

She's got
a 20-foot aerial

rigged at her
house... shortwave.

How do you know
she operates it?

We intend
to check that out,

but it looks like somebody
wants gismo pretty bad.

If they don't
already have it.

Oh, now,
wait a minute.

This vault
of 10-inch steel plate

will open
only to the frequency

of my own voice
repeating this equation...

"G" for Gamma.
"B" for Beta.

"A" for Alpha.

"Omega" for open sesame.

Any questions?

I never doubted that
the plans were safe,

but they are
a prime target,

just as you are.

All he's
saying is,

why don't you stick to
your math?

That's right, sir, and let us
handle Mata Hari.

All I'm saying is,
lay off!

There's an explanation
for all this,

and I'll find it.

Let's keep the
whole mess quiet.

If the general
gets wind of this...

Oh, boy! I'm supposed to
pick him up at the airport.

- Are you coming?
- No. I'm going to bed... alone.

Oh, by the way, not
to talk out of school,

I invited your little
spy friend home tonight

for fun and games.

You know something?
She turned me down flat,

which proves she's the nice
little girl I thought she was

and certainly
no Mata Hari!

Hello.

Well, hello.

You, uh,
changed your mind.

Yes, I guess I did.

Well, fine.
I'm glad.

Are you glad?

Well, of course.

Bruce...
Is something wrong?

Hmm? Why do you
say that?

You've got gismo...

And I want it.

I feel something.
I...

Oh, well,
I hope you do.

Mata Hari
stops at nothing.

Nothing comes
between Mata Hari

and what she wants.

What did you say?

Bruce, are you
all right?

You... you look
strange.

I will gladly
give my life

because I have stolen
the secret from you...

this thing
you call gismo.

Whoo. I think
I'd better go.

It is late.

I made a mistake.

No, I made
the mistake.

It's just,
for one crazy second,

I... I...

Well, it's all
pretty silly,

so it doesn't...

No, I should go.

No, no. I love
the music you put on.

In fact, I love
everything about you.

Yes, but you
were looking at me

as if you'd never seen
me before. You were.

Maybe I never have,
really, until now.

Bruce, are you sure
that you feel all right?

I'm positive.

Oh! Aah!

Oh!

Oh, I'm sorry.

Oh, I'm... oh, I'm...
Oh, I'm so clumsy.

- That... that's OK.
- I'm sorry, Bruce.

I've got to take
a shower, anyway.

Oh, I'll clean up.

Yeah. Well,
you just get dry.

Wait here,
and I'll slip into

something
more comfortable.

We'll get you set up
in the guest room

in just a minute.

Well, on the double.
I'm beat.

Excuse me, General.

How would you
like to kiss me

without soda water?

Who are you?
Who is he?

Zack Molloy,
my partner.

He drops in every now
and then to molest women.

Hey, pal, you want to tell me
who I've been molesting?

I don't mind at all.
That's Jennifer Nelson.

Very glad to...

that's Jennifer
Nelson?

I'm in public relations.

Oh, you're doing
a fine job.

Well, I guess
I'd better say good night.

Wait a minute.
I'll drive you home.

No, I have my car.
Thank you... aah!

That's
General Bleecker.

How do you do,
General?

And good night.

Have a nice trip,
General?

Uneventful, until now.

- I am so sorry.
- I know.

I've just never been
so embarrassed.

You didn't tell me
you had guests!

Jenny,
it's all right.

I picked up
the peanuts first,

and then I turned
out the lights

- and was waiting for you.
- I understand.

And then your partner...

Zack.
I understand.

I'll see you tomorrow night
at the party.

- Good night.
- Good night.

Uh, Jenny?

Hey... what...
Oh, hello.

I just...

Mr. Pritter,

- you are in great trouble.
- What?

You have taken our money
under false pretenses.

Pretenses?

Yes. Your output
for two years

has been cleverly
revised excerpts

from space
magazine,

aerial digest,

and popular mechanics.

You think I'm...
ha ha ha!

And now, huh?

This meaningless
scrawl.

You have caused us
great embarrassment.

- Um...
- and also,

someone apparently
has gone over our head.

Ahh...

who is
Jennifer Nelson?

Uh... must be some girl.

Ha ha ha! Right?

- Ha...
- who's Vladimir?

V-V-V-Vlad...
I don't know.

You make it
a point to know.

Unbelievable how hot
the end of a cigar gets.

You wish to say
something?

Yes. I'll gladly
return the money.

I could borrow it.

Something more
constructive.

Uh... uh...n-name it.

You. You name it.
I'll do it.

I'll...

this party
tomorrow night.

You installed
the P.A. system, did you not?

Yes. No. Wait.
No, I just fixed it.

I put the speakers...

- but you have access.
- Access, yes.

We want to know
who this girl is.

You want to know
who she is?

And if she has the correct
equation, we want it.

You want it.

And put this
on the band in code.

Yeah. OK, you just have to
tell me what you want.

Put this on the...
Ooh. It's cold.

I put on the band in code,

and then I'll
turn this on. OK.

Get the earphones,
you know.

Wait. Yeah, I...

What the devil's
going on here?

Oh, General!

Well, who is
Vladimir?

What are you
keeping from me?

There's nothing for you
to worry about, General.

The CIA's on the case.

We're checking on
the girl right now.

Girl? Girl?
What girl?

Uh... uh... girl.
Uh...the one you met.

What...
you mean the...

she is
a foreign agent?

A small cog
in the wheel,

but we've got her staked
out for the big fish.

Is gismo...

Is gismo safe?

Yes. Now, you just
run along to sleep.

All is well.

Well, it had...
Better be.

Unit 4, Los Angeles.
Unit 4, Los Angeles.

This is 11-q-1173, unit two,
Santa Catalina calling.

Come in, please.

Unit 4, Los Angeles.
Unit 4, Los Angeles.

This is 11-q-1173, unit two,
Santa Catalina.

Come in, please.

Vladdie!

What are you doing
in mama's bed?

You scalawag. Huh?

Unit two, Santa Catalina.
Come in, please.

Unit 4, Los Angeles.
Unit 4, Los Angeles.

This is 11-q-1173,

unit two,
Santa Catalina.

Come in, please.

OK, pop, it's me.

That's Arnold.
Ha ha ha!

Jenny, I thought
you told me

you already have been
security-checked

at that fireworks
factory of yours.

I have been.

Well, what's going on?

There's a couple of weird
characters over here

asking a lot
of questions.

About what?

About you.

About me?

Oh, well, haven't
you heard, my dear?

Your daughter
is just about

the most dangerous woman
in all of Lisbon.

I mean, they say that
one word from me, and...

Forget it.

Cut it out.

OK, well, it does figure,
now, doesn't it, pop?

After all, I am engaged
in very confidential work

with a space-age
genius.

How you doing
with him?

Classified.

Are you in love?

I'm sorry.

We cannot give out
that information.

- Oh, no.
- Oh, no.

Pop, hold on, will you?
My bell's ringing.

- Yes?
- Good morning.

Mrs. Nelson, isn't it?

Yes, I'm Mrs. Nelson,

but I'm very busy
at the moment.

My name is Carstairs,
from down the block.

We're getting up
a petition

protesting all those
traffic signals

they're installing.

Well, some other time,
Mr. Car... I'm very busy.

Lord knows I have nothing
against traffic signals.

I mean, children's
safety and all that,

but they ping all night.

They ping, ping red,

ping, ping, Amber,

ping, ping green...

Come in, unit 4.

Excuse me, Mr. Ping...
uh, Carstairs.

I'll be right back.

Sorry, pop.
Where were we?

You were the most
dangerous woman in Lisbon

and were engaged in
the most secret stuff...

so secret that you
couldn't get it out of you

with hot pincers.

How about
a little clue, huh?

Tonight's the big night.

I'm glad you reminded me.
Will you call Vladimir today?

No.

Oh, please. It's
very important to me.

Vladimir's been
terribly edgy lately.

Last night, he did something
he hasn't done in months.

What?

Jumped into bed
with me.

The hound!
He ought to be shot.

Oh, boy, you're a hard,
cruel man, Captain Nordstrom.

You really are.

Those creeps are
getting closer again.

I swear, if they put
one foot in my boat,

I'll wrap them
in concrete

and dump them
in the harbor.

Go get them, tiger!

Over and out.

Mr. Carstairs?

Aah!

Well, hi, Mabel.
Hi, Norman.

Hi.

Mutnyik is better-looking
than that guy.

Mutnyik's father

is better-looking
than that guy.

Give me that jacket,
will you, pal?

Give me that jacket,
will you, pal?

I sometimes think

you're hard of
hearing or something.

You read
Cripps' report.

- Tonight's the night.
- I certainly hope so.

What does she have
to do to convince you?

Get Moscow on that
shortwave of hers?

Or maybe you'd like
to see some home movies

of Vladimir jumping
in bed with her?

Knock it off,
will you?

That was in Cripps'
report, too.

You know something?

Cripps' head needs
a long vacation.

For that matter, so does yours.
What's the matter with you?

You're getting as
nervous as the general.

I know where there's
a great party.

You can come
as my guest.

Your guest? This whole
thing was my idea.

Come on, I'll
buy you a drink.

Buy me a drink? I'm picking up
half the tab here.

You're picking up
the whole tab.

What are you
talking about?

Well, how's
it going, Ralph?

Public relations-wise,
we are a smash.

Ooh.

Ooh. I say.

Oh!

It's nice of you
to come.

Oh, it's
Ken and Helen.

Hello. How are you?

Hello. Nice of you
to come.

Well, no sign
of her yet, pal.

Don't worry. Your super-spy
will be here.

I hate these things.

Don't eat them.

I'm eating
out of frustration.

My ulcers are getting
a little rowdy, too.

Matter of fact, they're getting
red, white, and blue

in honor of losing
our government contract.

We're not going
to lose anything.

Relax and enjoy
yourself.

Yeah.

Nerves.

Hi, Anna.

Jenny! Oh,
you look lovely.

Thank you.

Oh, wait till
Mr. Templeton sees you.

You think
he'll like it?

He'll like it
and what's in it.

Lemonade for Julius.

Julius is here?
My cake!

Poor dear worked
like a Trojan all day.

Even helped me
with the hors d'oeuvres.

I'm putting this
in a safe place.

- Another cake?
- Mm-hmm.

Jenny, you're
spoiling that man.

That's the plan.

Ha ha ha!

Well, having fun,
General?

Fun? Fun?

Gentlemen, we are
on a spy hunt.

According to Hill,

we're bound to make
contact tonight.

That's why I want to be
particularly careful that...

where is Hill?

Well, he's
not here yet,

but we do have security men
all over the place.

You may be sure,
if Mrs. Nelson is a spy...

if?

If, did you say?

Until she is
proven innocent,

she is guilty,

and that is
my motto.

Well put, General.

Uh...until proven innocent.
Good motto.

Good evening.

Hey, Jenny!

Good evening.

You remember
Zack Molloy, don't you?

Mmm, yes.
We've met.

And perhaps you remember
General Bleecker?

Oh, hello.

Mrs. Nelson, the band is playing
my favorite tune.

I wonder if...

yes, well,
with your permission,

I think I'll fly
the first mission, General.

Excuse us.

Thank you.

You know, you haven't said
a word about my new dress.

Very lovely. I haven't really
been looking at it.

I've been looking
at you.

Bruce, this house

is just perfect
for a party.

Everything's
so beautiful.

Yes, it is.

Isn't it marvelous
what a new dress will do?

Huh?

Molloy, I don't
like to say this,

but we just can't
depend on your partner.

Sir, Bruce is...

uh-uh.

What do you think of the new
guesthouse for visiting brass?

Is it just
for visiting brass?

I think we could
accommodate

a little girl
from Catalina.

He is obviously enamored
of that young woman,

and in my book,
love and war...

Don't mix.

Good motto, sir.

What do you suggest?

Well, for now,
eyes peeled, full alert.

Remember, anyone in this
room might be Vladimir...

Anyone.

And here we have
the red room.

Well, as you can see,
we have red carpet,

and red walls
and red ceiling.

And then of course,

next door,
there's the blue room,

and that has blue carpet

and blue walls
and a blue ceiling

and, uh...

I love you.

Jenny.

I do.

I love you.

The phone's ringing.

I didn't think it
could ever happen again,

but it...

But it did.

The phone's ringing.

I don't care
about the phone.

I love you.
Answer the phone.

I'm in love
with you.

It couldn't be
that important.

- I will not answer it.
- Please?

Bruce.

Come to the vault room
right away.

What for?

Hill's on the phone.
Wants to talk to you.

Says it's important.

OK.

He says it's urgent.

Get used to it.
I'll be right back.

He's calling
from the plant.

Hello, Hill?

Why don't you come down
and join the party?

You're working overtime,
you know.

So is your lady friend,

judging by the contents
of her desk.

What are you
talking about?

Let me sort this out

and start
at the beginning.

Oh! Vladimir.

Oh, Vladdie.

For the last time,
Jennifer Nelson is not a spy!

Why don't you stop wasting time
with this witch hunt?

OK, help me
waste some more.

Would you go over that again
about project Venus?

I told you,
there is no project Venus.

There never was.
It was just a gag.

It was something
I cooked up to make time,

to take the chill off it.

I don't have to
go into all this.

Apparently, she believed
everything you told her.

Well, she
was supposed to.

Mr. Templeton,

are you sure she isn't
making time with you?

Now what are you
talking about?

You love banana cream cake,

so she bakes you
a banana cream cake.

How did it come out?

I wouldn't know.

I hate cake,
and I hate bananas.

That makes banana cream
cake a double hate.

Still, you told her.

She won a prize for it.

If she'd won a prize
for octopus pudding,

I would have
loved that, too!

OK. Just keep an eye
on her till I get there.

We intend to.

Every phone in
the house is bugged.

Now, wait. Listen, all of you.
Hill, are you still there?

Listen, this girl
couldn't possibly be a spy.

To begin with, this girl
hasn't got the brains

- to be a spy.
- That is what you think.

I have seen
spies before.

She's got that same
shifty-eyed look.

And they generally
used oversexed girls

for this line of work,

and judging
from that lipstick

you walked in with...

Mr. Templeton,

we must keep her
under surveillance.

I'd appreciate
your cooperation

in staying close
to her all evening.

All evening?
All night, if necessary.

Fine. See you later.

I was just having
a little nip

to quiet my nerves.
Where are you going?

Home.

Home? The fun
hasn't even begun.

You're so right,
Anna.

The fun hasn't
even begun.

Are you
all right, dear?

Uh...
What's the matter?

What are you drinking?

Hooch.

That's half-scotch,
half-bourbon.

It sounds delicious.

To a big dope...

Who's a lot smarter
than they think.

Aah!

Aah!

What is it now?

What's the trouble?

I thought I saw one of
those hors d'oeuvres move.

Oh, sure.
Probably a shrimp

trying to
get back to sea.

Ha ha ha!

- In case you're interested...
- Oh, I know.

If we want you,
you'll be in the red room.

That's right. You play your
games, and I'll play mine.

OK. OK.

Molloy, we just can't
depend on your partner.

It's up to us.

Well, what do
you suggest?

Well, if worst
comes to worst,

one of us will just have to
spend the night with her.

We've got to fight
fire with fire.

May I volunteer, sir?

I admire your spirit,

but this is one mission
I may have to take on myself.

Hello.

Oh, hello, Mrs. Nelson.

If you're looking
for Bruce...

He left.

Really?
Oh, that's too bad.

That means you and I

can have the next dance,
General.

The next dance?

Why can't we have
this one?

We can, if you'll
just give me a chance

to go powder my nose

and make one teeny-weeny
little phone call.

Don't you go away.

Phone call.

Phone call.

- Phone call?
- Phone call.

Phone call.

Hello?

Hello. Vassily?
Don't talk. Just listen.

The goods you ordered
will be at pier 63,

San Pedro,
before midnight.

Your contact will be wearing
a black windbreaker

and a patch
over his left eye.

The recognition signal
is "Vladimir sent me."

Over.

Over? Over what?

Black patch, a windbreaker.

Have you got somebody
to cover pier 63?

Every man here's
on special assignment.

The two I sent
to Catalina...

one was my
brother-in-law...

never returned.

Well, get somebody!
Get ahold of Hill.

Yes? Who is it?

Hello. Ahem. 104.

Don't talk.
Just listen.

T-o-s to 104.
Are you there?

Yes. Yes. I'm here.
What is it?

We're having trouble
with our deliveries,

but we hope to have it...

On the way by morning.

Over.

Thank you very much.
I'll tell my son.

I want someone
on pier 63.

I'll try to find
someone, sir.

Hurry up, General.

You're dancing with her.
Get upstairs.

Oh! Yes, yes. Oh.

Jenny, darling.

Ha ha! Jenny?

Here she comes.

Now get in there.

Remember, this is
for our side.

I've been waiting.

I...haven't
felt like this

since Culver
Military Academy.

Oh, I love
older men.

They make me feel
so secure, you know?

Yes, I know.

I feel I can
talk to them.

Oh, you can talk
to me.

Oh...and share secrets
with them.

Oh, you can share
secrets with me.

Well...

Um, I am arranging to spend
the night in the guesthouse.

Perhaps we could, um,
get together later.

Your place or mine?

Oh, my!
You are direct.

That's my motto.

"Old frontal attack"
Bleecker,

they call me.

OK, "frontal."

My place.

Uh, in the red room

at exactly...
let's see now...

12:00 midnight.

12:00 sharp
midnight.

I'll be there
at 5 minutes after 12:00,

but you wait for me,
you hear?

Oh, I'll
be waiting...

With bells on.

Oh, no medals, General.

I'm terribly sensitive.

Psst!

Psst!

It's me.

Cripps, what the devil
are you made up for?

No man's land.

The powder room...
in case she goes there again.

What is going on?

There's to be a rendezvous
with Vladimir, I think.

Vladimir?

Pier 63. My men were busy,
so I sent someone else.

Becoming color.

Oh, thank you.

May I get you
a refreshment, my dear?

Yes. Champagne.

Then I'll feel like I'm
still dancing with you.

Hey, baby.

Zack.

Am I glad to see you.

Well, what did you
do to the general?

He is flying.

Forget it, sweetheart.
I can't stand older men.

You're kidding.

I was married to one once.

Oh.

Spent all my nights
playing dominoes.

You know what I mean?

D-u-l, dull.

Well, tell me,
how do I grab you?

You're just
the right age, Zackie.

You keep that up,

and I'm going
to be a lot older.

You know, when I kissed
you last night,

something went bong.

Yeah. I heard it.

Well, you should have.
It was a loud bong.

Yeah.

What do we do now?

We're adults, aren't we?

So let's act like
a couple of kids.

Well...

I'm planning on spending
the night here.

Want to get together later?

You tell me
where and when.

In the red room...

In the red room...

At 5 after 12:00.

At 5 after 12:00.

With bells on?

And pajama
bottoms...Or tops.

Here you are,
my dear.

Oh, thank you,
Wallace.

To your beauty.

Oh, sweet.

Na zdorovye.

Cheers, y'all.

Oh, I almost forgot.

I have to make
a phone call.

My sick aunt.
Will you excuse me?

I'll be right back.

Follow her.
I'll cover the phone.

Right.

0-6-4. 0-6-4.
Come in, please.

All phones bugged.

Now hear this.

Mary had a little lamb.

Its fleece was white
as snow.

That is all.

Over and out.

Oh!

Uh, d-d...

m-may I have this dance?

Uh, o-officer?

Would you like...

Knock it off,
buster.

I've been watching
you all evening.

You've been acting
very suspiciously,

especially around
the buffet table.

The buffet table.

And you haven't
taken a bite.

Well, I'm trying to...
you know...

I see you like
olives. So do I.

This one looks like
it's made of metal.

I love them that way.

What's wrong
with that olive?

Nothing.

It's delicious.

Oh, hello, General.
Have you seen Jenny?

- Uh, Jenny?
- Jenny.

- Oh, Jenny!
- Jenny.

Uh, no.
Good night, old man.

Wait a minute.

You're not folding up
this early.

Oh, it's quite late
for me, you know.

Almost 12:00,
my bedtime.

Sleep, uh, sleep well.

- Oh, hi, old buddy.
- Hi. Where's Jenny?

Huh? Jenny?

I don't know.
Good night.

Where are you
going?

I'm going to bed.
The little fellas

need 9 hours, you know.
Good night.

Wait a minute.

You haven't been
to bed before 12:00

since you kicked
the pabulum habit.

What's going on?

Shh. Simmer down.
I've got a date.

With whom?

With Jenny,
that's with who.

Whom. With Jenny?

Yeah. She wants to worm
some military secrets

out of me.

Fortunately,
I don't know any,

but I'm willing
to make some up.

You wouldn't hit
a coward, now, would you?

You got room?

Mm-hmm. Yes.
I can see. Thank you.

Excuse me, miss.
Your bow is untied.

- Oh, really?
- Yes. Can I help?

You're so kind.

Would you be
good enough?

Yes. Just, uh, step back
here toward the lamp.

Oh! It's satin!

Satin does slip,
doesn't it?

Yes. I'm very partial
to satin.

Oh?

I was married in satin.

Oh.

That is,
my first marriage.

There we are.
That's a lovely bow.

There.

- Thank you so much.
- Oh, you're welcome, dear.

You're sweet.

Aah!
Aah!

Where do you think
you're going?

Who do you think
you're talking to?

- And get out of my...
- you're staying here.

I am not staying here.

You're staying here
until you tell me

what's going on
around here.

Is something going on?
I hadn't noticed.

I want to know what all
this nutty talk is about!

What do you mean,
nutty talk?

And give me my purse!

It has a two-way
wrist radio in it.

That kind
of nutty talk.

That's what
I'm talking about.

Really? I'm also sending
a message to the Kremlin.

Really? And what kind
of message is that?

My secret formula
for octopus pudding.

Octop... aha! You listened in!

- Aha! I listened in.
- You just stay here.

I'm going up
to General Bleecker

and straighten out
this whole mess.

- I will not stay...
- I said wait!

I said no!

I said wait!

I said no! Oh!

- You'll wait.
- Put me down!

You put me down!

Let me go!
You put me down!

Ooh!

- You let me out of here!
- Wait!

I have a date!

I know you have... with Zack.
I'll keep it for you,

and incidentally
bust him in the mouth!

Get me out! Help!

Help!

I want to talk
to you a minute.

Those phone calls...

there is no question
about it.

She's an agent
operating for...

She's no more an agent
than you are,

and if you're the best
the CIA can come up with,

this country
is in big trouble.

You look here. We'll
have to detain her.

Mrs. Nelson can leave
here whenever she wishes.

What's that noise?

What? Oh. I locked her
in the closet.

You said
she was free to go.

She is, and so are you.

In fact, you're
off the case.

Wait a minute.

Just take a long vacation
at my expense.

You can't do this.

I can't? Come with me.

Operator,
I want Washington, D.C.

I want
central intelligence.

I want a man called
Donald C. Headley.

Sure, I'll wait.

I'll show you whether
you're on the...

Hill? Hill!

This vault,
a 10-inch steel plate,

will open only to
the frequency of my own voice

repeating
this equation.

"G" for Gamma,
"B" for Beta,

"a" for Alpha,

"omega"
for open sesame.

How long
will you be, skipper?

Just long enough to
find out what's going on.

What about
these snoopers?

If they give you
any trouble,

dump them overboard.

Take care now, skipper.

Everything will be OK

unless some other idiot
asks me about Vladimir.

Vladimir
sent me.

No, no!
Please! Please!

Believe me,
that's it, Don.

Put some men
onto it right away,

and I'll handle things
this end. Right.

Cripps! Homer Cripps!

Yes, sir!

You put two guards
in the vault room,

seal the gates,
and find Edgar Hill.

Hill, did you say?

You heard me!
Find him and hold him!

And his name's not Hill, and
he's not with the CIA. Find him!

- Not with the...
- Find him!

Right, sir.

Help!
Get me out of here!

Anna!

Somebody!
Get me out of here!

Help!

Hey!

Get me out of here!

Help! Help!

Jenny!

Jenny, darling,
everything's OK.

I... I love you.

Ooh!

Jenny, I love you!

Jenny, and I love
your banana cream cake!

Jenny?

Down! Down! Sit!

Get out of here!

Go on! Beat it!

You silly darn thing,
now, beat it!

Go on! Get! Get!

♪ One on earth ♪

♪ Be my love ♪

♪ For no one else ♪

♪ Can end
this yearning ♪

♪ Yearning,
yearning ♪

Actually...
I shouldn't be...

Enjoying this so much.

Hi-ho, h-hour.

Oops!

My only regret is that
I have but one life

to give for my country.

Ahh.

Oh!

Yeah. Well, when you two
are finished playing house,

I got news for you. For
your information, this CIA...

Mr. Templeton, did
you open the safe?

- What? No.
- Well, somebody did.

Well, you want
to meet early

and pick out
the furniture?

Sit down,
Mrs. Nelson!

Oh! Wh-what
are you doing?

Sit down.

And don't yell.

First, who are you?
And who are you...

Spying for?

Who are you spying for?

I don't know
anything

about anything,
do you hear me?

They decided
I was a spy.

They had their fun,

and I've had mine.
Now it is over!

Don't move!

It is not over,
Mrs. Nelson.

It is over.

Now, let's start again.

Who is Vladimir?

What about gismo?

I've told you everything.

Talk, Mrs. Nelson.

It's unbelievable how hot the
end of a cigar gets.

You wouldn't dare...

Oh, no? Heh heh heh! Yes!
In the spy business,

it's dog-eat-dog.

How can I tell you
something I don't know?

I...

What's the matter
with you?

I don't smoke.

I'll get some water.

Yes, but no!
Don't move!

Stay where you are!

But...

Oh, Julius! Don't!

A water pistol? Oh!

Ooh!

Ooh! I could...

if I weren't a lady,
I'd give you such a...

Oh, sit down!

- I'm a failure!
- You are!

I can't do anything!

I don't feel good,
either.

I never wanted
to be a spy.

I never spied
on anything.

Listen,
I would defect,

but I don't know
where to defect to.

But they're
going to kill me!

What am
I going to do?

I'll tell you what
you're going to do.

You're going to
make a clean breast

of the whole thing
and tell them everything

and name names,
that's what!

Names? I don't...
I don't know any names.

You get orders
from someone, don't you?

Yeah, but only
over the phone.

I would recognize
his voice, though.

- Well?
- Some spy.

They didn't even
give me a number.

Well, you're going to
get one now.

That's gismo.

Gismo?
You are a spy?

I am not a spy! Don't
you say that anymore!

I don't know how
that got in my purse!

You just shut up, Julius!

And I'm going to
find out right now.

You didn't
have to yell.

Don't talk
like that.

We tried to hold him,
but he got away.

You've got
his description.

Work on it.

We really goofed
this one.

You can
say that again.

Hello?

Edgar Hill, please.

Jenny, Jenny,
listen, darling.

I've been trying
to call you.

Let me...

I wish to speak
with Edgar Hill.

I thought you might,
Mrs. Nelson.

Oh, Mr. Hill,
thank goodness you're here.

I... I was just calling you.

Jenny!

Jenny!

- What'd she say?
- Where is she?

What's
going on?

Call the local police
right away. Step on it.

Me, sir?

?
What do you mean, me, sir?"
You, sir. Step on it!

- Right, sir.
- Let's go.

Mr. Templeton,
what's going on

with my daughter?
Where is she?

Axel, she's
in big trouble.

Show me
where she lives, please.

We got her
into this. Let's go.

And so we suspected you,
of course.

That's the reason we planted
those phony plans in your purse.

Excuse me.

I think
he's trying to tell you

he recognizes my voice.

Yeah. He's the one
that gave me

the orders
on the phone.

You're the spy!

At your service,
Mrs. Nelson.

And now I've got
an order for you.

Give me those.

You'll never get these
plans from me, never.

Mrs. Nelson, I'd rather
not do anything rash.

Come now.

Call a cop!
Call a cop!

You leave her alone!
Hah! Oh!

Mayday. Mayday.

Unit 4 signaling mayday.

One more question.
Who's Vladimir?

A dog.

I didn't ask
your opinion of him.

What's his racket?

General Bleecker here.

We are now proceeding
to the scene of...

Would you stop
that coughing?

Mayday. Mayday.

Anybody out there? Over.

Heard you, unit 4.

This is gravy train,

Max's all-night diner.
Repeat message.

Come in, gravy train.

This is albacore,

rocky reef lighthouse.
What's up?

I don't know.

Sounds like the dame
is in trouble.

Unit 4 here.
Come in, please! Help!

Tijuana, Mexico.
Can I patch up a phone call?

Aah!

Julius!

Oh, I'm sorry,
Julius.

Ohh!

Hey!

She's a nice lady!

Ooh! Oh!

Get back,
you traitor, you!

Oh!

Norman!
Did you hear that?

Must be a drunken cat
or something.

Look! Norman!

Shut up,
will you?

You sound
like a dog.

There are two people
in this house!

Yeah, and one
of them is nuts!

Oh!

Mabel, shh!

Aah! Norman! Norman!

Shut up!

You can't talk to me
that way!

Will you shut up
and let me sleep?

Turn!

Huh? Wha...

Aah!

Well, come...

Jenny! Jenny!
We're here!

Jenny,
where are you?

- Help is on the way.
- Call a cop! Call a cop!

- Who's that?
- The myna birds.

- The what?
- The myna birds!

Call a cop!
Call a cop!

Officer, can I speak
to you a moment? Officer!

Hello, Mabel.

Aah!

Jenny! Jenny!

Jenny!

Oh, no!