The Terror Within II (1991) - full transcript

In a world gone mad, the last human colony struggles to survive underground, beneath a land of nightmarish mutants who seek to destroy them. But when the mutant breaks inside humanity's final stronghold, the battle for survival pits the human colonists against their deadly invaders a few miles below the Earth's surface.

(dramatic music)

(vultures squawking)

- Lunch?

(static buzzing)

David Pennington to Rocky Mountain Lab,

listening 145.5, over.

(static buzzing)

(electronic beeping)

This is David Pennington
to Rocky Mountain Lab,

listening 145.5, over.

This is David Pennington
to Rocky Mountain Lab,



listening 145.5, over.

- Von, I've got a weak
signal coming in long range

from the outside!

I think it's Pennington!

- [Von] Screw it, we've
got to get Phil inside.

- [David] This is David
Pennington to Rocky Mountain Lab,

listening 145.5, over.
(alarm blaring)

- Damn, I lost him!

- [Kyle] Von, what is it?

- Phil's hurt topside, get him down here!

(alarm blaring)

- What's the status, Von?

- [Von] He's been mauled,
now standby to help out.

- Phil's in the antechamber.



- Kara, get to control, I need you, stat.

- I'll be right there.

(alarm blaring)

- Just give me this.
- Excuse me!

- I lost what I had.

It's just not enough.

- Come on, let's get him out of here.

- Let's get him in med bay, quick.

Oh!

- There wasn't enough to
make vaccine for everyone.

I must have lost what I had.

I'm sorry, but...

(Phil gasping)

- He's dead.

Ling Su just died as well.

- This sucks.

(dramatic music)

Butch, come.

(Butch panting)

- "I will ransom them from
the power of the grave.

"I will redeem them from death.

"O death, I will be thy plague.

"O grave, I will be thy destruction.

"And he stood between
the dead and the living,

"and the plague was stayed."

Amen.

- [All] Amen.

- Dewitt?

(electronic beeping)

(door whirring)

(dramatic music)

(electronic beeping)

(electronic warbling)

Why don't we all take some time

to think about our options here?

- Time?

We're out of time!

If we don't send a crew
topside for raw materials,

we're dead!

- We've been out of vaccine for five days.

We need those materials, Von.

- [Kyle] Come on Kara,
tell it to us straight.

- The virus randomly
attacks the immune system.

There is no way of predicting
who is most susceptible.

It could happen at any day, at any time,

to any one of us.

- So what's everybody lookin' at?

I'm sick, all right?

What do you want me to do?

You heard her!

So don't look at me like I'm
some kind of goddamn leper.

- Ernie, nobody thinks that.

- Bullshit!

Maybe David Pennington will
survive and get back here,

but I can't sit around here and wait.

I'm goin' up there!

- All right, let's deal with it.

Kyle, you and Ernie take Sharon topside

and comb the northern shelf,

then get back here.

- Kyle, no.

- It's all right.

- I don't recall putting it up for a vote!

We'll maintain radio contact.

Any Lusus sightings, you three,

get your butts back immediately!

- Kyle, be careful.

(dramatic music)

(beastly growing)

(both panting)

(electronic whirring)

(both grunting)

(beastly growing)

- Ah!

(Aaron groaning)

(beastly growing)

- [Ariel] Aaron!

(Ariel and Aaron groaning)

Can you walk on it?

- Don't!

I don't know.

- [Ariel] I'll help you.

Come on, hurry!

(both groaning)

- I can't go any farther, save yourself!

- [Ariel] I'm not leaving you, come on!

(beastly growing)

Hide!

(Ariel groaning)

- Take me, you bastard!

(beastly growing)

(Butch barking)

(arrow firing)
(beastly screeching)

(somber music)

Take care of her...

Take care of Ariel.

Promise me!

Promise me!

She's my sister, take care of her.

- [David] I promise.

- [Ariel] Where, where's Aaron?

- [David] He's dead.

- No!

No, no!

- He made me promise I'd take care of you.

We can't stay here, it'll
be back soon with others.

- Oh, he's my brother, I can't leave him!

He was all I had left.

- We've gotta go now.

Come on.

- Kyle, this is Von.

Come in, over.

- I gotta rest a minute, guys.

- Kyle, this is Von, over.

Kyle, this is Von.

Come in, over.

- Yeah, Von.

- What's your location, Kyle?

Over.

- Somewhere between very
tense and scared shitless.

- Any luck with surrounding plant life?

Over.

- Negative.

I'll be in touch when we do.

- [Von] Keep me posted.

- [Kyle] Where you goin'?

- I'm, I'm goin' up there
to get a better look around.

- I don't think we should separate.

- Why don't you worry about him?

- Stay in sight, okay?

(Ernie coughing)

- I gotta get out of this sun.

Feels like my insides are on fire.

- There's a cave over there.

You can cool down until Sharon gets back.

(dramatic music)

Looks clear, you're good.

How you doin'?

- I'm scared, man.

- Hang in there.

We'll find something soon.

(Ernie gagging)

(Ernie gagging and breathing heavily)

(beastly growling)
(Ernie groaning)

(gun firing)

- Kyle!

(gun firing)
(beastly growling)

(Kyle groaning)

(static buzzing)

- What was that?

- Kyle, please respond.

(beastly growing)
(Kyle groaning)

- [Kyle] Ah!

- Kyle's in trouble, I know it!

- You don't know that.

Any number of things could
cause radio interference.

(beastly growing)

- Heads up!

(Sharon grunting)

(beastly shrieking)

You all right?

- Yeah.

- Where's Ernie?

- He's dead.

- Kyle, is everything all right?

Please respond!

- We don't have a radio
now, so what do we do?

- We'll never make it back before dark.

We're gonna have to find
a safe place to camp.

- So what are you doing?

Let's go!
- He was a friend of ours!

Don't you care about anything?

- Well, it's better that
he should go like this

than by the plague.

It's a nasty way to die.

- You're completely cold, aren't you?

- Oh, not like Robin, huh?

You'll get tired of her.

(dramatic music)

- This is where we lived.

- Wait here.

It's safe.

We'll take the solar
charger and canned goods,

anything else that's
light enough to carry.

Do you have a pack of some kind?

- [Ariel] Over there.

- All right, we'll camp here
tonight, move out after sunup.

- Any news?

- Nothing.

Oh God, Dewitt, you think they're okay?

- Hey, don't you worry.

They'll be back tomorrow afternoon,

our my name ain't Dewitt Thompson.

- I hope you're right.

- Well, I know I'm right.

I got a birth certificate to prove it.

(Dewitt laughing)

Here, have a little nip of this.

It'll take the edge off of waitin'.

(Robin coughing)

(Dewitt laughing)

Well, was I right?

I told ya!

- Uh huh.

(fire crackling)

(somber music)

- Is that your brother and your parents?

- Yes.

- [David] They die of the plague?

Look, I'm sorry.

- Where did you come from?

- I was with a group of scientists

based in an underground lab in the Mojave.

Until our crew was wiped out by Lusus.

- Lusus?

Is that what you call them?

- It's Latin.

It means a freak of nature.

- Where are you taking me?

- Northeast, to the Rockies.

Got a sister lab with other
scientists like myself.

You'll be safe there.

Why don't you get some sleep?

We've got a long journey ahead of us.

- Thank you.

- David.

- David.

- We can't go back empty-handed.

- You heard Von.

Our time's up.

Besides, we're out of radio communication.

- Yeah, then what do we do?

(faint beastly growing)

- Get the hell out of here.

- Did anyone else from
your lab crew survive?

- Another scientist, Linda.

- Well, where is she?

Is she still alive?

- No.

She was killed out in the desert.

- I'm sorry.

(arrow firing)

(rocks clattering)

(static buzzing)

- This is David Pennington
to Rocky Mountain Lab,

listening 145.5, over.

- This is Rocky Mountain Lab.

Come in David, are you all right?

Over.

- Just fine, Von.

Found a transportable power source.

Won't last long though.

And how are things there?

Over.
- Uh, not very good.

Our vaccine's history.

My people are startin' to
show heavy signs of infection.

- I got a pretty large supply
of base materials in my pack.

I'm only missing elemental
strychnine, over.

- Well, we've got two more dead here

and three missing topside.

We need you, David.

As soon as you can get here, over.

- I'm on course, Von.

Just hang in there.

Over and out.

(alarm beeping)

- Hey, Von, check this out.

They made it.

(dramatic music)

- Wait a minute.

Where the hell is Ernie?

(alarm blaring)

- What was that?

Holy shit!

One of them's up there!

Robin, Dewitt, get up
to the control room now!

(beastly growing)
(Sharon screaming)

(gun firing)

- You all right?
- Yeah!

(gun firing)

- Get below!

Go, go, go!

- There's the stairs!

(gun firing)

(Sharon groaning)

(gun firing)

- Sharon!

- [Sharon] I'm okay.

(gun firing)

(Kyle groaning)

- Kyle!

- I'm goin' up!

- Where's Ernie?
- He didn't make it.

- [Kyle] Close the fuckin' hatch!

(beastly growing)

(Sharon screaming)

- Look at that thing!

- Can we get below, please?

(loud thumping)
(beastly screeching)

- Kyle, are you okay?

- He just had the wind
knocked out of him, come on!

(loud thumping)
(dramatic music)

- Here, put this around you.

- But you'll be cold.

- That's okay, I'm fine.

- What's the matter?
- Nothing.

I'm just not used to being around a woman.

- Hey...

- I've changed so much.

- David...
- I'm shut off.

- Look at me.

It's okay.

I'm shut off too.

But you know what?

There's nothing wrong with
people needing each other.

It's okay.

I need you.

We need each other.

And there's nothing wrong with that.

(dramatic music)

(Robin gasping)

- Oh my God!

You practically scared me to death.

- I'm sorry.

- Take a look at this.

- Wow, what is it?

- It's a sample from the dead finger,

only it's not a dead finger.

There's still active
cell life happening here.

- Well, whatever it is,
it's going to have to wait

because Von wants us down
in the mess hall pronto.

Eesh!

(Kyle vocalizing)
(Robin laughing)

(wet squishing)
(heart beating)

- Well, now that we're all here,

let's get right down to it.

I've got something that you
all should be interested in.

David Pennington has made contact.

- Oh!
- All right!

- He's on his way here
now with raw materials.

- Thank God!

- We're down to one camera topside.

We have limited visibility.

Now even if David does get here,

he's gonna have to make it past the Lusus.

- This is bullshit.

This guy's not gonna
show, and even if he does,

those things up there are
gonna eat him for breakfast.

- I'm sure as hell glad
you're not in charge

of morale around here, Jamie.

(light country music)

The name of the game
around here is survival.

And if we don't all start
pullin' together, boys and girls,

none of us are gonna make it,
and it's as simple as that.

(wet squishing)
(heart beating)

(light rock music)

♪ She's dancing on your back ♪

♪ She's dancing on your back ♪

♪ She's dancing over skintight muscle ♪

(electronic beeping)

(door whooshing)

♪ She's dancing on your back ♪

♪ She's dancing on your back ♪

♪ She's dancing over skintight muscle ♪

♪ Hustling across your back ♪

(pestle clinking)

- What the hell are you doing?

- [Sharon] How did you get in here?

Well at least I hope you
closed the goddamn door.

- What is all this?

- I found it topside, all right?

It's obviously the stuff
Phil dropped before he died.

- [Jamie] To make vaccine?

- Yes.

Only there's not enough
for the whole crew.

Maybe two people, max.

♪ She's dancing on your back ♪

- I was gonna tell you once I cultured it.

It's for us.

- Come here, baby.

(Sharon and Jamie moaning)

(tool clattering)

- What was that?

I heard something.

- I don't hear anything.

- Maybe I'm just being paranoid.

- Does anybody else
know about the vaccine?

'Cause if they did, they'd kill us.

- Nobody's gonna find out.

Unless you scream it out in your sleep.

Or now.

(Sharon moaning loudly)

- Ooh.

(wet squishing)
(heart beating)

- All right, let's go down that way.

What, why are you smiling?

- I'm pregnant.

- You're what?

That's impossible.

- I just know it, it's inside me.

- Look, even if you were,
it's way too early to tell.

- I can't explain it.

I just feel it.

- When we get to the lab,
there's a whole team of doctors

and scientists that'll examine you.

We'll see, I guess.

- I guess we will.

- Let's rest here.

(machete whooshing)

Here.

- What's that for?

- Save the pulp.

We can chew it later for moisture.

I'm gonna cut another,
I want you to start.

- David, no!

Don't touch it, just walk away!

- What's wrong?

(David laughing)

What's wrong?

- Poisonous tarantulas
breed in these cactus.

If you see it moving, stay away.

- Down, down!

(electronic whirring)

- What is it?

A scavenger.

- Let's go.

- Why do we have to make contact?

These men are barbarians.

- We've got a whole
lab crew counting on me

to bring raw materials for vaccine.

I don't know the area and I need help.

Come on.

(Bo groaning)

- Shit!

You scared me.

I heard you comin',

I thought you was one
of them damn mutations.

(laughing)

I'm mighty glad you-you're not.

The name's Bo.

- I'm David.

This is Ariel, and that's Butch.

(Butch panting)

- We don't often see other survivors.

- Maybe you can help me, I'm uh,

I'm looking for a particular
species of cactus,

Lophophora williamsii.

- Huh?

- Uh, it's also known
as peyote or mescaline.

- Oh, yeah!

Um, my clan uses it for
religious ceremonies.

My leader knows where it, where it grows.

Just, you don't look
like the religious type.

- Actually I need the strychnine filaments

found in the buds of the cactus.

- Well, whatever.

Why don't you camp with us tonight,

and we'll find you that
cactus first thing come sunup?

- I'd appreciate that very much.

- Great.

Well...

Let's get on with it.

We don't want to be
here once the sun drops.

- Well?

- He's nice.

Weird, but nice.

(vultures squawking)

(clan people laughing
and conversing quietly)

(mysterious music)

- These are our guests, David, and Ariel.

- You have come at last.

The prophecy has been fulfilled.

Three nights ago, I had a
vision, and now you are here.

I am Elaba, leader of our small clan.

You have come for medicine, have you not?

- How did you know that?

- I know many things.

Let us prepare you food and drink.

And tomorrow, I will have my
men show you what you seek.

Shantille, Moncita, prepare
a place for our guests.

(loud thumping)
- Oh!

Don't those things ever sleep?

(Von chuckling)

- Their primal needs obviously
outweigh exhaustion and pain.

(Kara sighing)

- Why don't you go get some sleep?

I'll stand watch down here for a while.

- You know I can't sleep without you.

- Robin?

Robin?

(Robin coughing)

Robin?

(Robin breathing heavily)

- I'm sick...

I'm sick.

(sobbing)

(Robin gagging)

(loud thumping)

(alarm blaring)

- They just knocked out our last camera.

(wet squishing)
(heart beating)

(Ariel sighing)

- [Ariel] David, I really hate it here.

When can we leave?

- As soon as I get what I
need tomorrow, we're going.

- [Clan Woman] I can't, I've
gotta take this over to--

- Now, come here.

- No.

You come here.

- You have done well, Bo.

- The man and the woman,
they want to move on.

- I know.

We must do it tomorrow.

She is with child.

Very early stages.

The fetus is not yet formed.

We must move quickly.

- Psst, David.

It's morning.

- Just rest.

I'll be back soon.

(clan people conversing quietly)

- Let's get moving.

(dramatic music)

- What do you want?
(Butch barking)

- Do it.

- No!

(Butch whining)
Butch!

Oh no!

- Bring her!

- [Ariel] No!

(Butch whining)

- [David] So how's your
group survive the plague?

- Don't know.

Some get it, some don't.

No rhyme or reason.

We make sure when they go, they go happy.

That's where it grows.

(electronic whirring)

- Great.

(dramatic music)

This shouldn't take long.

(David groaning)

- Crush his skull, Bo!

Finish him off!

(Bo yelling)

(Bo and Rafe groaning)

- You're mine now, boy!

(both grunting)

(Rafe yelling)

(Rafe screaming)

(dramatic music)

(Ariel groaning)

- David, where's David?

What have you done to him?

- You have been sent to us for a purpose.

The creatures grow restless.

We must sacrifice...

Lest they take one of the clan.

- [Ariel] What are you doing?

No!

Let me go!

(Ariel groaning)

Ow, oh!

Ow, you're hurting me!

Let me go!

Why, why are you doing this to me?

(Elaba chanting in foreign language)

Please, please!

(horn blowing)
Please let me go!

- It is done.

- [Ariel] Wait!

Where are you going?

Don't leave me here!

Please don't!

- Ariel?

Ariel!

Ariel?

Ariel!

(dramatic music)

Where is she?

Ariel!

Where is she?

The woman I was with, where is she?

- [Clan Man] Go away, leave us alone!

Go!

Go away!

- [Ariel] No!

Help me, please!

(faint beastly growling)

(arrow firing)
(henchman groaning)

- He is dead!

- I should kill you.

Where is Ariel?

- There is nothing you can do.

It is too late.

(Elaba laughing)

- Then die.

(arrow firing)
(Elaba screaming)

(henchman groaning)

That's for my dog.

- [Ariel] Oh my God, no!

No!
(beastly growling)

Somebody help me, please!

No!

No, don't hurt me!

Don't!

Help me, please!

Oh, no!

No!

(Ariel screaming)

(beastly growling)
No, no!

David!

(arrow firing)
(beastly growling)

David, watch out!

(beastly growling)
(Ariel screaming)

(dog whistle blowing)
(beastly screaming)

(Ariel yelling)

(Ariel sobbing)

It raped me!

I couldn't move!

I couldn't move!

There was nothing I could do!

- We have to get away from
here before nightfall.

(Ariel sobbing)

Come on.

Come on.

(dramatic music)

I'm right here.

- [Ariel] Oh God David, oh my God!

David!
- Shh, it's okay.

I'm right here.

- You don't know horrible I feel inside!

- There's nothing we can do
about it, we just have to go on.

I want you to rest.

Just try to sleep.

- [David] David Pennington
to Rocky Mountain Lab,

listening 145.5, over.

- This is Rocky Mountain
Lab, come in, David.

- Good news, Von.

I got all the base elements for a vaccine.

- Thank God, we need ya, David.

- I don't know how long
it's gonna take me,

but I'm heading out now.

Over and out.

- Don't touch that.

- [Dewitt] Don't touch what?

- Anything.

- Why didn't you tell them what happened?

- They've got enough to
worry about right now.

I just want to get you
there and have you examined.

How do you feel?

- Strange, really strange.

(dramatic music)

(wet squishing)
(heart beating)

(Jamie breathing heavily)

- Oh my God, he's burnin' up!

Give us a hand over here, Kara!

(Jamie breathing heavily)

- High fever, dilated
pupils, facial lesions.

Classic plague symptoms.

- No.

No!

No, it can't be!

I have a vaccine, I can't be sick!

- What the hell is he talking about?

- Oh God!

I'm sorry, Sharon.

Tell them.

- What vaccine, Sharon?

- Don't look at me, I
don't know what he means.

- Tell them.

She found Phil's pouch topside.

She was able to make vaccine for us.

Tell them!

- Is this true?

- Of course not.

- You've gotta tell them the truth.

I don't know what's wrong with me.

Help me!

- I never gave you anything!

- That's it, isn't it?

You didn't give me any!

What'd you inject me with, a placebo?

You never gave me any real vaccine at all!

- Get him away from me!
- It was a lie!

- Get him away from me!

- You lied all along!

- All right, calm down!

Shut up!

Okay, I want the truth, and I want it now.

- I told you.

- All right, Dewitt, let him go.

- No wait!
- Let me go!

Let me go!

- All right, yes.

I did it, I did find Phil's pouch topside.

But there was only enough for one of us.

What was I supposed to do?

You can't blame me.

I found it, it was mine!

- You kept it yourself,
knowing Robin was sick?

- It's too late for her, but not for me.

Can't you see, I'm strong?

I can help the rest of us even more now.

- You fuckin' bitch!

- That's enough!
- I'll kill you!

- Stop it!

Kyle, cool off!

Damn it, stop it!

- Dewitt, get Jamie to med bay.

Sharon, get up, you're not hurt.

- I'm afraid of dying,
don't you understand?

- You're pathetic.

- I want her out of here.

- What is it?
(tense music)

- It's the generator.

- Fix it, Kyle.

Without power, we're
completely vulnerable topside.

- All right, nobody move,

and the backup genny
will kick in in a moment.

- What's goin' on, Kyle?

- Dewitt, hit the emergency lights.

(alarm blaring)

(distant clattering)

- Sweet Jesus, it's the topside hatch!

- You mean those goddamn
things have broken in?

- [Kyle] We have no way of
knowing, the video's down!

- Dewitt!

Get the door open, I'm goin' up.

- You're crazy to go up there!

Don't be a dang fool!

- Somebody's gotta
secure that topside hatch

or we're all screwed.

Now get the door open, Dewitt.

- Kyle, give me a hand with Jamie.

(alarm blaring)

- [Von] Seal off the door
as soon as I'm through.

Anything happens to me in there,

you can fry the bastards

as soon as you're back up to full power.

(tense music)

(Von breathing heavily)

- Von Demming?

- David Pennington?

- I just hope I'm not too late.

- Looks like the boys got
the generator back online.

Why don't we secure that
hatch and get you below?

My crew's gonna be happy to see you.

- Dewitt's working on some circuitry.

We'll be fine now.

- I'd like to know one thing, David.

How'd you get past the Lusus?

- Their ears are very sensitive
to high frequency sound.

This dog whistle backs 'em right up.

- [Kyle] How's the vaccine coming along?

- Sharon's in the lab now working on it.

- What, you trust her
alone with that stuff?

- Now just what in the
hell would you have us do?

Post a guard on her?

If she betrays us again, I'll kill her.

- You're not eating?

- I'm not hungry.

(dramatic music)

- When did you say she conceived?

- We're...

We're not exactly sure.

- God, just tell them!

It was only a few weeks ago.

I'm scared, I don't know
what's going on inside my body,

but it's not normal!

I just want it out of me, please!

Oh!

Oh God!

(Ariel groaning)

Oh God!

- Get her to med bay and sedate her!

I want to perform an
immediate laparoscopy.

(heart monitor beeping)

Jamie's getting worse.

Kyle, I'm gonna need the OR clear.

Why don't you take Robin to your quarters

and see that she's comfortable?

- [Kyle] Thanks, Kara.

- How's she doing?

- Hanging in.

- I haven't dealt with pregnancies

since before the accident,

but I've never seen anything like this.

Living topside with all
that foreign bacteria,

there's no telling what's
going on inside her body.

- Something I can help you with, Kara?

- Yes, Dewitt, please take
Jamie up to the research lab.

Someone can keep an eye on him there.

(heart monitor beeping)

I ran an MRI scan,

and a regenerative karyotype.

I want to put 'em through
the computer upstairs.

Ariel's labor seems to have subsided now,

so we have a little time.

Do you want to go up with
me and check the results?

- Sure.

- What are you doing?

- Kara needs the OR.

Says to put Jamie in here.

- Just put him over there, and be careful.

I'll keep an eye on him.

Just get outta here and let me work.

(heart beating)

- I'm scared.

- You gotta be positive, baby.

The vaccine will be ready soon.

You're gonna get well.

- I just need to sleep, I'll be fine.

You go help the others.

- Using karyotype and MRI data,

the computer should be able to show us

the generative process
that causes aberration.

- Conception was completely normal.

When did you know she was pregnant, David?

- She suspected immediately.

I thought it was way too early to tell.

- Then you're the father?

(sighing)

- Yeah.

- [Kara] My God...

- What in the hell is that?

- A mutant sperm of some sort

forcing its way into the
embryo, fusing with it,

battling for genetic dominance.

She was raped soon after
she conceived, wasn't she?

Why didn't you tell us?

- Is this true?

You knowingly brought
a woman into this lab

who has been exposed to the Lusus?

- I put her at risk when I left her to go

and search for raw materials
to save your personnel!

What the hell was I
supposed to do, abandon her?

I love this woman, Von.

- Well, that's not good enough!

I want it aborted, stat!

- We can't do that, look.

The fetus is enveloped
by muscular somites,

which have attached
themselves to Ariel's kidneys.

To try and forcibly
remove it would kill her.

- [Von] Well, what in the hell do we do?

- Do?

You don't have to do anything,
this is my responsibility.

- The primary goal is
to save Ariel's life.

- And my primary goal is to
protect the lives of my crew.

- I'll deliver the baby myself.

Seal all access to med bay,
keep everyone out of there.

If anything goes wrong,
it'll be contained,

and I'll deal with it, one way or another.

- You're gonna need help.

I'll be there, you can assist me.

- No, I won't allow it.

- [Kara] Von...

- How long before she goes into labor?

- [Kara] Any time now.

- I don't like it.

- I'm afraid we have no choice.

- Von, Kara?

We've got it.

I've already injected Jamie and Robin.

I just hope they respond.

- Kyle, Dewitt, get your
butts up here on the double

for inoculations.

- [Dewitt] I don't believe it.

The minx did it!

- [Kyle] Thank God, let's go.

(wet squishing)
(heart beating)

- I want you to stay
next to her, hold her,

help her with her breathing.

I'll handle the delivery.

(Ariel groaning and breathing heavily)

- Are you all right?

- I think so.

- Breathe, Ariel.

Breathe through the pain.

Good.

It's almost time.

(Ariel breathing heavily)

(wet squishing)
(heart beating)

- Well, you're the last one.

Von, I'm so sorry.

- Save it.

It'll be a long time before
you gain my trust back.

(heart beating)
(Jamie moaning muffled)

- [Kara] Push Ariel,
it's starting to come,

but I need you to help me.

- Just breathe through it!
- Just push.

- Breathe through the pain!
(Ariel screaming)

- [Kara] Push.

More.

Push.

That's good.

- [David] Breathe through the pain!

- [Kara] Okay, I can see the head now.

All right, one last time now.

Come on, push.

Push.

Push!

Push!

More, more, more!
(Ariel screaming)

Good!

(Ariel laughing hysterically)

(heart monitor beeping)

David, come here, I need your help.

- [David] Oh my God...

- What?

What is it?

- Scissors.
- What?

Is my baby dead?

- [Kara] No, Ariel, your baby's alive.

(baby crying)
- What's the matter?

I want to see my baby.

- You don't want to.

- Show me my baby!

Show me my baby!

(baby screeching)
No!

(alarm blaring)
- We've got an emergency.

Von wants you in the
research lab right away.

- [Kara] What kind of emergency?

- You better see Von.

- [Kara] I'll take care of this.

Sharon, stay here with Ariel.
(baby crying)

(Ariel sobbing)

David, let's go.

We'll secure the door as we leave.

(baby crying and screeching)

(Ariel sobbing)

Von, what is it?

- Why don't you have a look for yourself?

- Oh Christ, Jamie!

- Somehow that Lusus
appendage Robin was studying

has regenerated.

It's broken into the levels below us.

Kyle, Dewitt, break out all weapons.

I'll seal off the lower levels.

Honey, you and David get Ariel and Sharon

out of med bay now.

We'll all muster into
control room in 10 minutes.

- I'll meet you in control.

- [Dewitt] Yeah.

(tense music)

(Robin sighing)

- Don't do that!

- Don't do what?

- Nevermind.

Let's just get upstairs, okay?

(Kara gasping)

- [Kara] Oh God, we should
have killed it at birth, David.

It's broken out of the
incubator and shed its skin.

Get Ariel out of here now.

- [Sharon] Oh God!

- [Kara] Sharon, what happened?

- It's huge, Kara.

It's 10 times the size it was.

- Where'd it go?

- The air duct.

I've never seen anything
like it, it's still growing.

- Come on, let's get out of here.

Come on, quick.

Let's get out of here.

(electronic beeping)
(door whooshing)

- Well gang, our worst
nightmare has come true.

We've got a pair of
those bastards down there

and we've gotta get 'em out.

David, give us some insight.

- We had the same situation
with one of 'em in Mojave.

The only option is to kill
them before they kill us.

- How would you recommend we proceed?

- We split into two teams.

We isolate the women up here,

that's what it'll be after.

- You can isolate whoever you want to pal,

I'm not sittin' anywhere.

I'm goin' down there.

- Fine.

Just don't let one take you alive,

they use human women for procreation.

You and Von take the lower levels.

Dewitt, you and I will
take the upper ones.

Be sure and check all
shafts and air ducts.

- Kyle, you and Kara stay here with Ariel.

Seal off all access to the control room

as soon as we leave.

I want everyone to maintain
constant headset communications.

Is that clear?

- Yes sir.
- I got it.

- Kyle and Kara can use
the surveillance monitors

and be our forward eyes and ears.

Is Robin secure?

- She's resting comfortably.

I've sealed up all access to our quarters.

- Dewitt, what about weapons?

- Well, we've got a couple of flare guns,

uh, one for each team.

They'll make a great big hole

and they keep right on burnin'.

Kyle, here's your weapon for you and Kara.

Von, you've got your service revolver.

Uh, Sharon, here's a high
voltage stun gun for you.

Now it's not gonna kill 'em,

but it'll doggone sure buy
you some time if you need it.

Now I've rigged myself up a flamethrower

out of some old welding equipment.

And David, you've got your crossbow there.

That's it.

- I told you about their sensitivity

to high frequency sound.

Kara, a blast of this over the intercom

every now and then might
help us locate 'em.

- Now, does anybody got any questions?

Good, let's do it.

- Be careful.

- You too, babe.

Let's move it.

(elevator whirring)

Kyle, we're on level six.

What's the passageway look like?

- All clear, Von.

- Let's get goin'.

Damn power outages have
screwed these doors.

Open, damn it!

(electronic beeping)

- Switch to level three.

You're clear so far, David.

- Roger, moving along.

What do you think?

Should we flush it out?

- Might as well.

- Kara?

Blow the dog whistle into
the intercom one time.

- All right, David.

We better warn Sharon and Von, right?

- Von, we're gonna try
the high frequency sound

over the intercom.

Be prepared.

(dog whistle blowing)

- Look!

If you're thinkin' what I'm thinkin',

that thing can flat motor.

- [David] Must be the
thing that got Jamie.

- Kyle, we're entering level
six maintenance room right now.

- Be careful, Von, we've
got no video in there.

- Stand back.

I'm gonna light his fire.

(tense music)

(flame whooshing)

- Must have gone into the shaft.

- Let's go up to level one first

then back down to three.

- All right.

- Hell, I hate this.

- Let's split up and see if we
can catch him in between us.

- Don't you think we should stay together?

We don't know what we're up against yet.

- Not as brave as we were upstairs, huh?

(dramatic music)

(mutant growling)

(gun firing)
(mutant screeching)

- Oh my God!

- Von, come in, Von.

Von!

Von, come in!

(loud clattering)
- Von!

- Damn it, Von, come in!

- Von!

(flare gun firing)
(mutant screaming)

(stun gun buzzing)
(mutant screaming)

Kyle, we just encountered the thing

that Ariel gave birth to.

It attacked Von!

- Oh my God!

- Get outta here, I'll handle this!

- Let me help you!

- Go, get out here, that's an order!

(mutant growling)

(Von groaning)

- [Kyle] Von, come in!

(dramatic music)

- Come on, open!
(mutant screeching)

Come on!

No, no!

Oh my God!

(Sharon screaming)

- [Kara] We lost radio contact.

Sharon, come in!

- Well come on then, motherfucker!

(mutant screaming)

(Sharon screaming)

No, no!

No, oh God!

Oh God, no!

(mutant growling)

(loud thumping)
(mutant screeching)

- Sharon!

Get out of there!

(gun firing)
(mutant screeching)

- No!

(loud thumping)
(Sharon screaming)

Please, Von, help me out here, come on!

Come on, Von!

Von, turn on the incinerator, do it!

Don't let him take me!

(Sharon sobbing)

Yes, yes!

Yes, damn it, do it!

Do it, please!

(alarm beeping)
(mutant screeching)

(electronic warbling)

(mutant screaming)

- Just checked level one shaft access.

Nothing.

Headin' down to level three.

- Be careful, David.

We've lost contact with Von and Sharon.

- [David] Did they encounter anything?

- We're not sure, just be careful.

- Why didn't you tell them the truth?

- What good would it do?

(Kara sighing)

- Kyle, I'm at level three.

How's it lookin'?

- So far, clear, cowboy.

(electronic beeping)

Keep an eye out for it, will ya?

(beastly growling)
(Dewitt screaming)

- David, what is it?

Are you okay?
- It's got Dewitt!

(beastly growling)
(Dewitt screaming)

Kara, blow the dog
whistle over the intercom!

Blow that goddamn thing!

(dog whistle blowing)
(beastly screaming)

- [Kara] Look, it's working!

It's backing up!

(flame whooshing)
(beastly screaming)

Look!

(electronic beeping)

- David, come in!

David, come in!

- Yeah, it's David.

- Thank God you're alive.

There's someone in the elevator.

(electronic beeping)

- Oh my God...

- Dewitt's dead, but I killed
the thing that got Jamie.

It's on top of the elevator cage.

Just a minute, there's
someone in the cage.

(mutant growling)

I don't believe this...

It's not a someone, it's a something.

And it's on its way up to level one.

(wet squishing)
(heart beating)

(electronic beeping)

- How is that possible?

- Where's David, is he all right?

- Yes, he's fine.

I want you to listen to me.

If we have any trouble in this sector,

I want you to stay here out of the way.

(electronic beeping)

If anything happens, remember that door

leads to the topside hatch.

Okay?

(electronic beeping)

(David breathing heavily)

- [David] Oh shit, level one's blocked.

- Where the hell are you going?

- I'm going to check on Robin.

Seal the door when I leave.

- Kyle, don't.

- I'm not leaving her alone,
not with that thing up here.

(Kyle groaning)
(mutant screeching)

- Close, damn it!

(Kara screaming)

(Kara groaning)

(dramatic music)

(dog whistle blowing)
(mutant screeching)

- No!

No!

(glass shattering)

- Come to papa.

(flare gun firing)
(mutant screeching)

(electricity buzzing)

(knife clattering)
(David groaning)

- Stop!

Stop right there!

Don't hurt him!

You're part of him...

You're part of me.

Don't you feel that?

You understand, don't you?

You don't want to hurt us.

That's bad.

It's wrong.

Just listen to the sound of my voice.

Shh, that's it...

Just focus on my voice.

Fight the killer inside of you.

You can do it.

You can do it.
(mutant whimpering)

You can do it.

(mutant screaming)

(Ariel sobbing)

(dramatic music)

(explosion booming)
(Ariel screaming)

(beastly growling)
(David groaning)

- No!

No!

David!

(dramatic music)

David, no!

(electricity buzzing)

(dramatic music)
(both breathing heavily)

- It's gotta be over now.

- I think somehow it knew.

Part of it sensed there was a connection.

- Must take after your side of the family.

- [Robin] Oh my God...

- [David] Everything's secure now.

Let's get you to med bay, can you make it?

- Yeah, I think so.

Come on.

(dramatic music)