MAN : "You will be asked to step out of your vehicle.
"Please leave the car open with the keys inside.
"Take all personal belongings with you to inspection."
Think I'm scared, Captain?
You're never scared.
Except when you're scared.
Then I guess you're really scared.
I guess I'm really scared.
KAREN: So why don't you just get the hell outta here... and we'll both feel better. Yeah, right.
Look, I'm serious here. I can take this trip alone.
Look at it, Karen, please.
Shit! I don't know why it keeps doing that.
No matter what you do, Don't raise your arms above your shoulders, okay?
Guess I can't salute.
Get out of the car, please.
"You will be asked to step out of your vehicle.
"Please leave the car open with your keys inside.
"Take all personal belongings with you to inspection."
Travel authorization to Van Cover?
Let me guess. Yours is the little one, hers is the rest?
Am I right or am I right?
TRAVEL GUARD: I've never known it to fail.
Why do they gotta change clothes three times in a single day--
We've got a positive here.
Oh, no. It's gotta be a mistake.
Goddamn breeders. Excuse my language, ma'am. You'd think they'd learn.
Some never do. Ain't that the truth.
Next. Your turn.
GUARD: Clear. Proceed.
Hey. Come on.
INSPECTOR: Undercarriage clear.
Don't want to leave her favorite dress behind.
Thanks. Man, I'm just so tired you know.
We've been driving all night and--
Hey, this bitch is trying to get past our machine.
She's got a fucking flak jacket!
"Code blue. Ordering code blue."
"All units respond to code blue."
Run! Go! Go! No!
You're under arrest!
Stand up and keep your hands away from your body.
Call the wagon.
GUARD: First runner apprehended.
Second runner, female, across the bridge.
MALE VOICE : "Hold your position! Put your hands..."
"Over your head."
"You are under arrest."
I know this place. I did a feature on this place.
This place is enormous. Heh, like your mouth, culo.
It's got no windows.
ZED-10: "Prisoners, your attention, please."
"You are about to enter the Fortress..."
"...the privately-owned maximum security prison..."
"operated by the Men-Tel Corporation."
I wasn't supposed to be going here. So I bounced a couple of checks.
For that they give me maximum security?
"The Fortress is located in a secluded desert."
"No life can survive here. Escape is impossible."
Sixty days in here I gotta do.
That's nada. Short-term, man. You're only taking a nap.
I never nap. What'd they get you for?
My wife was carrying a second child.
One wasn't enough?
He died at birth. They tie her tubes?
They said they did. Guess we got lucky.
This ain't lucky.
What'd they give you? Thirty-one years.
How the fuck can you be smiling? She got away.
ZED-10: "You are about to enter a complete security environment."
"Crime does not pay."
It's 30 stories high...
How can it be invisible?
Calm down. Take a deep breath.
Forget him. He's dead.
He's just scared, okay?
The scared don't survive inside.
All right, everybody. Strip...
GUARD: Let's go.
ZED-10: "All prisoners, your attention, please."
MALE VOICE: "Welcome to the Fortress."
"Everything here is the property of the Men-Tel Corporation,"
"I am prison Director Poe."
"The federal government pays Men-Tel $27 every day for each one of you."
"They expect us to put you to use..."
"expanding our facility."
ZED-10: "Hidden weaponry."
Poe: "The Fortress is alive 24 hours a day."
Take it out of your mouth, put it in the bin.
Poe: "Your work shift will be determined..."
"by our computers at 10:00."
"You will learn to live without day or night."
"These are Psychological Security Intelligence Systems:"
"PSIS." Move it now!
"Your thoughts will be with me..."
Put your heads in! Now!
ZED-10: "Prepare intestinator tagging."
Poe: "You are about to be outfitted with intestinators,"
"Men-Tel Corporation's automatic behavior control device."
"Observe all rules."
"Be especially observant of the yellow and red lines."
"Crossing a yellow line will result in pain."
"Crossing a red line will result in death."
"Crime does not pay."
GUARD: "Keep it going."
I have an illness.
It's called claustrophobia.
It's a real illness! Come on.
Don't do this! ZED-10: "Remain in line."
"Do not cross the yellow line."
Listen to me! Nobody listens! I had a note from my doctor!
"Yellow is pain." I can't stay here!
Will you listen? Will you please listen to me?
Anyone! "Your intestinator is now in pain mode."
Turn it off! Come on, you can turn it off!
Stop! Oh! "Do not cross the red line."
"Red is death."
GUARD: Move it out! move it out!
Told you. Dead on arrival.
ZED-10: "The Fortress is the world's largest underground penitentiary,"
"33 stories deep."
"Please observe the neutron cannons found at the Central Core."
"They destroy only organic matter."
"Prisoners Brennick and Gomez, get off here, please."
ZED-10: "Up these stairs, please."
"Come with me, please."
Hey, hey, hey, no. No, no, no fuckin' way!
We're not taking any more in here, you hear me?
We got a crowd in here already. ZED-10: "Complaining is a violation."
PRISONER: So is overcrowding.
ZED-10: "Intestination will commence in five seconds."
"Four, three--" Come on, man.
No. Come on, man!
All right, all right. Hey, Big Mama, come on!
The more the merrier. I mean-- really, bitch.
ZED-10: "Five seconds to enter cell."
Come on in.
What happens if you just walk out there? Try it.
What the fuck is your problem?
ZED-10: "Laser perimeter intrusion."
"Step back, please."
Smart fish. Very smart.
You know, the two of you gotta pay the rent.
I do my own time.
There's all kinds of time.
Think about it.
You don't pay the rent, me and Maddox come and get it.
No. Maddox is hard to miss.
He's got a "187" tattooed on his forehead.
Do you know what "187" means, fish?
Bet it's not your I.Q.
GOMEZ: 1-8-7. Murder statute.
He's doin' the big bitch.
So maybe you wanna pay the rent after all.
ZED-10: "Sixty seconds to lights out."
Anywhere you like, man.
Hey, pretty boy.
Your culo's sweet as your face.
Come on, you can bunk with me.
Try it, motherfucker, and you're dead.
I can wait.
Night, night, sweetie.
ZED-10: "You're enjoying this."
Yes, I suppose I am.
"Your function is to monitor and control."
"We do not observe for personal pleasure."
You don't understand pleasure or pain.
ZED-10: "It is time for pain."
I'm afraid it is.
POE'S VOICE: "This is an unauthorized thought process."
What's the matter, fish? You got a stomachache?
What's with him?
Huh? Oh, he's a ghost.
He got himself mind-wiped. Go ahead.
Tried to escape. Big mistake.
Mistake is when you don't make it.
Nobody makes it out of this place, man.
Don't believe everything they tell you.
GOMEZ: Help! get off me! Stop!
Get the fuck off me, you bastard!
Stop it! Leave me alone! Help!
Stop it! Help! Get off me, man! Private party.
Your ass is mine, faggot!
Help me, man! Come on!
ZED-10: "Violence will not be tolerated."
"Prisoners Maddox, Brennick, and Gomez,"
"you will only be released from solitary..."
"when the perpetrator is revealed."
I can't stand here anymore.
I can't. I gotta get outta here, man.
MADDOX: Hey! Then fry, you little fuck!
Come on, man. You can do it.
ZED-10: "Are you ready to identify the perpetrator?"
I gotta get outta here, man.
Think about being strong.
I am. MADDOX: Tell 'em, You're dead. Shut your mouth.
Gonna shut yours, permanent.
ZED-10: "915764, are you ready to identify the perpetrator?"
"Who started the incident?"
ZED-10: "Who started the incident?" It was...
BRENNICK: I did it!
It was me.
ZED-10: "Prisoner Brennick, report to Director Poe immediately."
Sit down, 95763.
My name is Brennick. Of course it is.
Make yourself comfortable.
I am comfortable.
I believe you're acquainted with Abraham.
He is the very best... of our trustees.
I have written some excellent parole recommendations, but, in all honesty, I don't know what I would do... if Abraham were to leave us.
The most decorated captain... in the history of the Black Berets.
Yet you quit in disgrace, didn't you?
Lost an entire platoon, I believe.
No business of yours!
I suppose that's understandable.
Still... you would not want to lose this particular former soldier, would you?
WOMAN: Let's go.
We caught her before she reached the far side of the bridge.
The law is clear. One child per woman.
We live on a very small and fragile planet.
We must maintain the population balance.
Abortion is illegal, and that leaves only one alternative.
Oh, she is so beautiful.
Intestinate Karen Brennick.
ZED-10: "Intestination commencement." BRENNICK: You bastard!
I don't think you realize your predicament, Brennick.
POE: You have nothing.
You have nowhere to hide.
You are nothing.
I fucked up.
I couldn't handle it, man. I know.
BRENNICK: Better watch yourself. Oh, yeah.
Where's the women's section?
Don't even think about it.
Why? You gonna give your boss a report?
He's got his little sisters. He don't need me.
Where's the women's section?
I am not going to die inside.
You die right here if you don't tell me.
Ain't that a bitch. Two days. Two fucking days, and you're just like everybody else in here.
You didn't answer my question. Fuck you.
Levels A and B.
What is it? The baby's kicking.
I can feel her kicking.
That's fine. It's natural.
I just wanna hold my baby for a little while.
I know I can't keep her, but just to see her open her eyes.
Oh, I know.
I'm not gonna let them take my baby.
ZED-10: "Remove number 74270."
Into the operating room. No!
Ease up there. Come on, take it easy.
ZED-10: "Your babies are the property of the Men-Tel Corporation."
"Crime does not pay."
Rise and fucking shine, asshole!
MAN: Stay down.
"Laser perimeter intrusion. Step back please."
Come on! Come on! Get him!
ZED-10: "Shall I intestinate?" No.
Come on! Kill him!
Get him! Fuck with him!
Retract the bridge.
Come on! Get him!
Get him! Come on!
POE: "42910 is no longer of any use."
"I have a death warrant in his name."
"Execute it, 95763."
"That is an order."
Yeah, yeah, yeah.
Brennick! Brennick! John!
Brennick! Brennick! Brennick! Brennick!
Brennick! Brennick! Brennick! Brennick, Brennick.
Brennick! Brennick! Brennick! Brennick!
Your sentimentality is touching, "But quite foolish, Brennick."
"Prisoners, a demonstration."
Let 'em go! Now! Yeah!
You fucking asshole!
POE: Hold your fire, Zed.
Intestinate John Brennick.
Extend the intestination.
Come on! Karen, come on!
ZED-10: "Take John Brennick to isolation to await punishment."
"Disobedience will not be tolerated."
I owe you an apology.
Come on, man. Let's go.
Come on! Move out!
Oh, shit, man!
Look at-- Oh, man!
Black fucking beauties.
This is Brennick's bed now.
Oh, yeah? Since when?
Since your friend got blasted by the splatter gun... dickhead.
You look awful.
That bad? Worse.
I was clumsy. I ran into a brick wall.
Only the wall was moving.
Poe says I should tell you to cooperate. You just told me.
He says I should tell you...
It's gonna be very bad if you don't. No kidding.
He says I should tell you if I care about you at all, I would beg you to listen.
What do you say?
I want my husband.
You've got him.
John, no matter what you do, I'll never not love you.
You're real lousy at goodbyes. You know that?
I've always have been.
ZED-10: "Commence procedure."
John, help me! Please!
♪ He's been in there for three days... and no one has ever lasted four.
There's a first time for everything.
It is in your power to stop his pain. But there's a price.
♪ I want you to live here.
To share my quarters for the remainder of your stay.
Why does this music give me pleasure?
I don't know. I skipped music appreciation.
I'm... looking for a companion.
I'm not real friendly to anyone who tortures my husband.
What? Yes, bastard! Just let him go!
Release John Brennick from mind-wipe.
Return him to his cell.
Mother of God!
What have they done to him?
D-DAY: He's a ghost, man. He's gone.
Bullshit, man! He's breathing!
The mind is dead.
The body just don't know it yet.
Welcome home, baby. ZED-10: "Shall I intestinate?"
Just a moment longer, Zed.
This is a fascinating dream.
Regarding... the prisoner's psychology.
ZED-10: "The presence of the Brennick woman..."
"is causing you to act in a nonprofessional manner."
POE: None of your business.
ZED-10: "Her presence is a direct violation."
I make my own decisions, Zed.
ZED-10: "Shall I intestinate?"
"This is an unauthorized thought process."
It's a very advanced model, isn't it?
Yes. You were a, uh, computer technician in the army.
I never got near anything as powerful as Zed.
Of course not. No one has.
Don't touch her!
Zed, seal control.
If I ever see you so much as lay a finger on her keyboard... or utter a single voice command, you and your child will feel a pain unknown in human history.
Don't touch him, asshole! You motherfuck--
What the fuck does he care? He did it to his own fuckin' self!
No! They did it!
And what are you gonna do about it?
What are you? I am enhanced.
You're not human. You're--
A monster? A freak?
The Men-Tel Corporation has transformed me... into a more efficient human being.
Once a month I absorb amino acids, wasting neither food nor fuel.
When my kind are in the majority, there will be no more world hunger, no overpopulation.
You don't sleep. You don't eat.
You can't make love, can you?
But I can love.
Are there others like you?
Not many as advanced, but yes.
I was one of Men-Tel's first babies.
It was very special. Oh, my God! You're what they do with our babies!
I saw your wife, Cap.
I saw Karen.
She's getting larger.
You can tell she's pregnant now.
She felt the baby move.
No, no. You know I cannot.
But have you ever tried?
This is very special.
I wonder why I've never tried this before.
How do you feel?
ZED-10: "Why aren't you in voice mode?"
"Proceed, Director Poe."
Come here, Johnny. Come here.
Come here, Johnny.
You don't have to be afraid.
I'm right here, John.
Karen, where are you? I'm right here.
I must... be more moderate... in the future.
ZED-10: "Good morning, cell block orange, level F."
"Thirty minutes before reporting for work."
Somebody... get Brennick up.
Holy fuck, you're alive! Shh!
How long was I out? Four months.
D-DAY: No, it's true, man. You were long gone.
I'm okay. I'm okay.
Wait a minute.
I've been in here that long? Karen's getting near term.
Don't worry about that. She's all right. Did you see her?
Are you strong enough for the truth?
Karen moved into Poe's quarters.
That's why he didn't kill you.
She saved herself.
She's closer to the way out.
You'll never get in there. You do.
That's my job.
I thought I made it clear to you...
I got a parole to worry about. I'm not gonna jeopardize that... so you can play some great escape bullshit!
I'm not playing.
We need to talk.
Talk's dangerous. That's right, it is.
I've been talking to your husband.
I'm John's cell mate.
All this time you could have told me--
All this time he has been like a zombie.
Just staring into space like nothing was there.
Oh, thank God!
I don't know what you did, but now he's planning an escape.
Now, nobody has ever gotten out of here.
He's a good man. I don't want to see him die.
He won't die. not if I help him.
I don't know how, but this is gonna get Karen out.
Let me see that, Captain.
I know about these things. Let me see it.
I'm gonna have to take it apart, but--
Can you put it back together?
Oh, man, machines love me, man.
I can take it apart, put it back, make it tick, yeah.
It's what I did in the world, man. Mechanic?
No, no, explosives.
First Intercontinental Bank building.
I blew that safe like it was fuckin' butter!
The only problem was my partners didn't appreciate my work.
Turned my ass in. Why?
Well, shit, man, I blew up the money!
Don't fuck it up.
POE: New pods will be completed next month.
ZED-10: "We are still behind schedule."
We've had some problems with the bedrock.
ZED-10: "Five new levels must be ready by the end of the year."
POE: Yes, yes, yes. I am aware of that.
Reset your clock, Zed.
All work hours are now 93 minutes.
What are you doing awake?
I couldn't sleep.
For the sake of our baby, You must get your rest.
Oh, man! Oh, man!
What? This thing is amazing, Captain. She's beautiful.
This thing is a work of genius. Look at this. Look right here.
This a series of micros. That's your pain mode.
This thing here is a macro. That kills ya.
Look at this itty-bitty thing on top. That's your nerve clip.
I need you to put it back together.
Well, I'm-- I'm working on it, man.
And get it out of me.
I may be able to set off a series of charges in this thing...
And cause you to throw it up, but...
The major drawback on that is that this bitch is highly sensitive, man.
We're talkin' TNT on PMS.
You mean it would kill me? Definite possibility.
Find another way.
Maybe there is no other way.
Wrong answer. Try again.
If I get it--
When you get it.
When I get it, I'm going with you, man.
Look, I'm having fun, man. I'm enjoying myself.
You know how long it's been since I had any fun?
Going out won't be fun. No, but man...
It's gonna be a trip.
All you've got to do is take it to him.
Fuck the dumb shit. That is a pretty big "all."
Look, I know it's dangerous, but I'm asking you anyway.
Say I don't get mind-wiped. What's gonna happen to my parole?
Truth is, you're not gonna get a parole and you know it.
You hold on to the hope because you're a man.
Because you keep something inside of you none of them can touch.
But this is your chance to fight back.
Fight for who? You? Your husband?
I've never begged before in my life.
Please, Abraham. Please.
If you won't do this for me, do this for my baby.
I gotta get this back before he finds out. NIÑO: What is it?
It's a map. Haven't you guys ever seen a holographic lens before?
The only problem is, we need a laser to make this thing work.
We got a laser. You gonna stick your hand in there?
Now that's entertainment. We need something to hold it.
Hey, wait a minute. Take that.
We got somethin'.
I'll be Goddamn!
Look. This could be a way out.
Hold it steady! Sorry, man.
This thing's just heatin' up. Sorry.
We go in through the construction area here.
Through this heating pipe. See?
It feeds into this utility shaft which goes all the way up--
Oh! Wait a second. Ow!
If we don't get that fuckin' lens, we're all dead.
Fuck the lens, I need my glasses. Move over.
Did ya get it, man?
ZED-10: "Laser parameter intrusion. Step back, please."
Shit, man, don't you hurt?
Yeah! How's the lens?
It's fine. The motherfucker's fine.
You should see what you fools look like through this thing, man.
I want you... to divorce your husband.
That's not part of our bargain.
POE: He will never leave this place. You will never see him again.
He's become a cog in the Fortress's grand design.
Let me show you.
Your husband is but one of many whose only reason for being is the expansion of our facility.
Have you touched this? No.
Uh, I noticed there was some dust on the lens, so I thought it would be best if I clean it.
You fool! You smudged it!
Do you know what it will cost to repair this map? I beg your indulgence.
This will have a bearing on your parole! I'm sorry.
Divorce your husband. Marry me... and I will request permission from the Men-Tel Corporation... to raise the child as my own.
I'm telling you, I will not enhance your child.
Does this mean nothing?
I will set him free.
Karen has to tell the man yes or no by tomorrow night.
Good. We go tomorrow morning.
Hey, time's up!
I think I got it, man. Check this out.
Right there. Now look.
Look at that, man. It's a magnetic detonator. So?
Didn't you go to grade school, man?
You get a couple of magnets, put a piece of paper in the middle, you move one--
You can pull it out of us.
Well, yeah, in theory.
I mean, I haven't tried it yet. I may set this thing off, give this cell a coat of red paint.
I don't know. Let's find out.
You mean, like right now? You got a better time?
No, man! You turn into a burrito and what happens to the rest of us?
Try me. I'm goin' with you.
Look, you gonna do it, or what?
Uh, this might hurt a little bit, okay?
Where are you, man?
D-DAY: This is it.
Shit! Quit fuckin' around, you asshole.
Goddamnit, get this thing out of me!
Hey, no hurry, no worry.
Stop fooling around! Get the damn thing out of him!
Hey, man! Who's fooling around?
I can't get this thing. It's stuck.
It's stuck. I can't--
Okay, my turn.
All right, man. Somebody take notes.
After I finish with the rest of you, I'm not gonna be able to do this on myself.
I'll do it to you... after you do it to me.
What about your parole? Parole? Bullshit.
It's time I woke up. I'm going with you.
No, it's too much of a risk.
Afraid you'll lose us like you lost your platoon?
I don't ever want to be responsible... for another man's life again.
Hey, man, I'll speak for myself.
But it's better to die trying than to die in here.
Right on, man.
I haven't dreamt in 40 years.
John Brennick is thoroughly rehabilitated... and is hereby granted a full pardon.
He is, therefore, free to leave the Fortress--
ZED-10: "Before completing the document, there is something you must see in Central Control."
Not now, Zed.
Well? "Please observe."
How dare you spy on my quarters!
"A report has been filed with the Men-Tel board of directors."
"You are being relieved of all responsibility."
"Your replacement will be here within 24 hours."
"Until then you are confined to quarters."
Confined to quarters.
I've never left these quarters in my entire life.
"You are the property of the Men-Tel Corporation."
I am the director of this institution!
"You will please leave Central Control."
"Crime does not pay."
ZED-10: "Construction area altercation."
"Prisoners Maddox, Brennick," Maddox?
"Stiggs, Gomez." That's impossible.
"Intestination will commence in five seconds." No!
Zed! No! "Four, Three,"
Maddox is dead! "Two, One.'
Let's go, come on!
Stiggs: Go, go, go, go! Come on, get in there!
Zed, they're escaping and you will be responsible!
Do you know what they will do to you? You will be lucky if you end up a Speak & Spell!
"Mass intestination! Pain mode!"
They're in the pipe.
Open steam valves and clear the construction site. Activate the strike clones.
Shit, man, I thought this was the way out of here! It is the way out!
STIGGS: Not through that! Come on!
BRENNICK: Get outta here! Come on, move, move!
POE : "Attention prisoners.
"Surrender immediately and you will not be harmed.
"Prisoner Brennick, I have your wife.
"You have ten seconds to surrender."
Don't do it, man! Fuck you!
This is our only chance. Hey, man, you go, you're dead!
I'm not gonna be boiled alive down here! No! Stay down, man!
Get away from me! I'm comin' out! No!
Come on. We're outta here.
Zed warned me that our relationship was not in the best interests of Men-Tel.
I ignored her. Foolish me.
Get out of the way. Intestinate Abraham, please.
Now get the fuck out of the way!
Wha-what the fuck is it?
Oh, this thing is incredible! They've taken a person and wired him into the mainframe!
The perfect soldier. Nerve-capable firing pins!
Oh, the shit they're comin' up with these days!
ZED-10: "Activate second strike team."
"Accelerate strike clone reaction time!"
BRENNICK: This way!
Splatter gun to construction level.
I can't see, man! I'm blind as a bat!
Captain! Where are ya, man?
Captain! Is that you?
I can't see! Where are you?
Niño! Let's go! Come on!
POE: Shoot them, Zed! ZED-10: "Cannot lock on target without intestinators."
POE: Get that gun out of there!
Get me outta here! We're taking the express! Come on!
Where's Niño? Come on, man!
Where are they, Zed? ZED-10: "No visible recognition."
Come on, move. Move!
You gonna pay, you bastard.
Where is she? You want to see your wife?
Operating Room A.
"No, no, no!"
POE: You see, in this operation...
"John!" Only the child survives.
Release me or she dies.
Tell them to stop!
Zed, cease delivery.
ZED-10: "I'm sorry. I do not recognize the command."
"Men-Tel will not negotiate during a hostage situation."
Oh, shit. KAREN: "No!"
Okay, we're going to the operating room now! Come on!
ZED-10: "Hold." No!
"I cannot allow you to put the Fortress in jeopardy." Watch out!
What's goin' on, man?
ZED-10: "You're trapped here, Brennick. A team of strike clones are on the way."
"There is no escape."
Captain! Get me to the computer keyboard, man.
Big Mama's the one who's runnin' this show. She's the one we gotta fuck up.
Here goes nothin', man.
A feedback virus, man.
No! No! No!
Oh, Mary, mother of God.
We gotta move out.
I'll meet you in transport. We're getting out the way we came in.
SURGEON: What's goin' on? Some light over here!
No! SURGEON: Hold her down! Hold her!
Karen! KAREN: I'm in here, John!
SURGEON: There's a malfunction! Hold her!
I'm in here, John!
Let her go!
Come on, man! Come on!
Okay, now the door.
We gotta open the door.
There's gotta be an emergency override. Come on, come on.
You did it! All right!
KAREN: Oh, Jesus! BRENNICK: What is it?
KAREN: My water's broken.
NIÑO: She havin' the baby! You gotta pull over, man.
BRENNICK: Not until we cross the border.
Try to hang on!
KAREN: If that pain would get back in there.
Oh! The contractions are coming closer. We gotta stop.
There's somethin' over there.
I'm never gonna have this baby. It's never going to come.
NIÑO: Hey, I'll be right back.
I'm gonna look for a blanket.
Brennick, watch out! Get outta there!
ZED-10: "Crime does not pay."
"Crime does not pay."