They arrived in 50 Mother Ships...
offering their friendship and advanced technology to Earth.
Skeptical of the Visitors...
Mike Donovan and Juliet Parrish infiltrated their ranks...
and soon discovered some startling secrets.
They're shipping food.
The Resistance is all that stands between us...
and the Visitors.
Can I peel you another goldfish?
No. Thank you. I've had my limit.
- Of goldfish? - What else?
Are you quite sure?
To the victor must go the spoils.
And I do owe you for your performance this afternoon.
Capturing my affections was a stroke of rare genius.
Oh, this victor will have his laurels, Diana.
Of that you can be certain.
That's the second thing that impressed me about you, James:
Your ambition.
Then, you should know my loyalty is yours as well, Diana.
For that, you shall also be well-satisfied.
So long as I remember the price you attach to any failure?
Oh, I love it when you talk of torture.
But why bore each other with discussions of defeat...
when the real reason we are here is to celebrate success?
True.
The moment of Slutor does approach.
And once the Battlesphere reaches its programmed apogee...
those meddlesome peasants on Earth will be vanquished once and for all...
and you and I can meet our predestinies together.
Together?
Do you truly mean that?
Darling, would I lie to you?
Do you believe me now?
Looks like the coast is clear.
You're a lot more trustworthy about Philip than I am.
I know it's a gut feeling.
But that's all I had to go on the first time I met Martin.
It's good you could come.
I can't stay long, but I had to speak with you.
What's up?
It isn't easy for me to tell you this...
but I know it's what Martin would do.
The Leader is planning a blitzkrieg...
that will completely vanquish the Southwest.
He's decided to make it an example to others.
A blitz? Why haven't we heard about this from other sources?
Because it's top secret.
The Leader's computerized Battlesphere...
will become fully operational within 36 hours.
And the onslaught will begin.
What can we do?
There isn't much time.
But if I can manage to make a copy of the computer attack plan...
you might be able to break into the Battlesphere's memory banks...
and throw it off.
Use one computer to sabotage another? That's a pretty big order.
Especially considering we don't have a computer.
There's one at Science Frontiers that might work.
Assuming we could break in, who's going to work a computer that complex?
Julie's not due back from the Fresno raid until next week.
But we might be able to get Dr. Atkins.
Who?
A professor who worked for my father.
He was a heavyweight in the computer field before the Visitors blacklisted him.
He's a good man.
Let's give it a try.
How soon can you get us the plan?
Meet me here, tomorrow at dawn.
I have to go.
There's something about him.
We can trust him.
I don't know.
I'd stake my life on it.
Let's find that Dr. Atkins of yours while we still can.
Sergeant, that van there, check it out.
I don't want to leave any vehicles...
that might be commandeered by the Resistance.
Yes, sir.
Fellow crusaders...
this is a very special day.
Not only are we celebrating Slutor, the annual perigee of our sunstar...
but also we rejoice today at the completion of our Battlesphere.
With the Battlesphere finished...
the Leader will be able to transmit his own battle plan.
Once it is implemented, Earth is ours.
To final victory!
And now, as the Battlesphere is being installed in the control module...
I salute our commanding officer...
without whose presence none of this would have come to pass.
It's so exciting!
It is, Oswald. A failsafe plan for conquest on its way.
James is even now eliminating the hacker on Earth...
who's been interfering with our master computer.
Well, la-di-dah!
I simply can't wait for the war to be over. Colonization is such fun.
You're just drooling at the prospect...
of being able to run all your perverted little experiments on the humans.
Well, naturally! One wants to be able to practice one's art.
We're called to the bridge.
The Leader's battle plan is coming through.
James, you're back early.
We swept the entire area.
All prisoners have been moved to containment area three.
- And the computer? - We did not find a computer per se.
However, we did destroy several storefronts in the raid...
and I've had the area monitored without a single report of further interference.
But you have no proof...
that whoever's been breaking into our war computer has been stopped.
No certain proof.
I'm sure James has done all that could be done for the moment.
I always try to do my best, sir.
At whatever I undertake.
Listen. The transmission has begun.
There's something from Earth interfering with our reception.
- The transmission is unclear? - Yes, sir.
It's as if someone has tapped into our master computer system.
The hacker again!
So much for your sweep, Diana.
I've had my men ready for this.
They're taking a bearing right now on the source of the hacking.
They will pinpoint his location exactly. With your permission...
Go.
This time, we'll have him, and he'll never see us coming.
Here you go. That's $4 and $1 makes $5. Thanks a lot.
Stop by again. Have a nice day.
What a stiff.
- Henry, this is remarkable. - I wouldn't go that far.
Well, maybe.
Hey, I learned from the best.
We're actually talking to the computer on board the Mother Ship.
I know.
Here, let me translate that for you.
We've got to notify the Resistance right away.
Access to this information could be invaluable.
- You really think so? - Absolutely.
Customer.
Stay here. I don't want to lose the connection.
It's cool, Dad. I can tap in whenever I want.
Besides, you don't really think you can run this store without me, do you?
Let's go see who's here.
Hello, Doctor. Hi, Henry.
Hi, Mrs. Butler.
What can we do for you this morning?
I need a can of tuna.
I was afraid of that.
We're still waiting for the shipment.
- When do you think... - Who's to say?
The way the Visitors are cracking down, we may never get it.
What do they expect us to eat?
Here. We've been saving it for a special occasion.
No, I couldn't.
Please. Take it. On the house.
You're very kind.
Don't let that get around.
We'll have the whole neighborhood in here.
God bless you.
Stay right here.
Dad, what's wrong?
The Visitors. They're coming right this way.
What are you waiting for?
No, Henry, I'm not going with you.
We can both hide out in...
No. Son, listen to me.
It's important that one of us lives, that some part of our family survives.
Now go. Hide. If they take me, they won't look for you.
- Dad, that's nuts. - Henry, go!
This is the area the signal was reported in.
Deploy your men. Arrest all who resist.
The computer must be found and destroyed, now.
There's no time. Do as I say!
Remember, I love you.
Same here.
Don't resist.
Hungry?
Go ahead. Take it. I've got two.
Check out this building.
You'll pay. I swear, you won't get away with this.
Yes?
Thank you.
More bad news?
It's Diana's foolish insistence on letting James capture this hacker.
- He's been unsuccessful again? - To say the least.
Sooner or later...
such incompetence will begin to reflect on you, Lydia.
Philip, as a specialist in legal affairs...
you should know better than anyone, Diana is not military attaché.
Her field decisions regarding Earth missions...
are absolute and inviolate.
Find her for me! Now!
Eenie, Meenie, Minie...
but I'm afraid there's no 'Moe.'
They are the best I could do under the circumstances.
But obviously not good enough.
Diana, on such short notice...
how was I to know you'd be losing your fascination for...
Please, no names.
Well, we both know who, don't we?
I suppose one of these might do, in a pinch.
Then, you are pleased?
Of course not. I'm bored.
As far as these feeble consorts are concerned...
they couldn't be worth my time, much less my effort.
I left word not to be disturbed.
My apologies, Diana...
but Lydia and Philip request your presence on the bridge, immediately.
Then I shall be there, posthaste.
Have them scrubbed and oiled. I'll make my choice later.
Must you?
If you have to eat sweets...
at least have the courtesy not to smack your lips.
Picky, picky.
It's a good thing I am. Look at this.
Well?
One of the detainees from that unsuccessful sweep was a Dr. Atkins.
A professor of psycho-cybernetics at Caltech University.
If we're still getting interference...
obviously he's not the man we're looking for.
Unusual, then, that he would confess to the charges of computer tampering.
Yes, quite unusual.
I suggest we get Dr. Atkins up here for interrogation, at once.
How gracious of you to agree to help us, Dr. Atkins.
It's refreshing to know that the spirit of volunteerism...
is still alive and well among your people.
Why don't we begin?
If you'd be so kind as to show us how you've gained access to our computers.
Is there a problem, Doctor?
Please, if you'll just let me concentrate.
Of course.
Surely you're familiar with the operation of this equipment?
Perhaps you're not guilty of the crime you confessed to.
No, it was me.
I've been interfacing with your computers for months.
You're lying, Doctor.
No, I'm not. I've broken your codes hundreds of times.
The charade is over, Doctor.
Now tell me who designed the program.
You know the answer to my question, Doctor.
I'm privy to your most innermost thoughts.
You have no secrets anymore.
Who are you trying to protect?
I'm growing impatient, Doctor.
Who is it?
His son, the hacker.
I'll alert Lieutenant James at once.
This is what happens to dissident scientists.
First the lizards take away their jobs, then they go for the jugular.
But it can't be. I saw him just last month.
This is very recent. I can feel it.
An attack.
A man, a boy...
The Visitors took the man away.
Where?
I can't tell.
I think I can get in here. We should check it out.
Go down and tell Willie to keep a sharp eye for Visitors.
I'll go around back.
Freeze. Get 'em up.
Who are you?
Drop it, Henry.
I should have known you guys travel in pairs.
- You know this kid? - Meet Henry Atkins.
Henry.
We need to see your father.
Good luck.
What do you mean? Where is he?
The Visitors came. He made me hide. They took him away.
But it's my fault.
- What's your fault? - They came looking for me, not him.
Why you?
Come on, I'll show you.
I'll go get Willie and Elizabeth.
A couple of weeks ago, I was working on something else...
when I stumbled onto the access code for the lizards' main computer bank.
You've gotten into the Visitors' main computer? Amazing.
It took me a little while to figure out Visitorese...
but now it's like second nature handling their symbols and codes.
What are you doing?
I'm not really sure, but it must be driving them nuts.
What makes you think they even noticed?
They took my father.
Don't worry, Henry. We'll get him back.
Lizard patrol right on my tail.
- What about Elizabeth and Willie? - They got away.
This time the they won't leave empty-handed.
We've got to leave.
- Is that portable? - Absolutely.
- Bring it. - Here they come!
I'll lay down as much cover fire as I can.
You and the kid run like hell.
Are you crazy? That's suicide.
Just get your computer and don't give us any static.
I don't have to listen to you.
You want to bet?
Take it easy. There's another way out.
- How? - Watch.
- Sharp kid. - Maybe too sharp.
Hope you're not afraid of the dark.
Better get a move on.
This is great.
My dad's locked up somewhere and you guys take a coffee break.
Donovan's out looking for him.
Until he gets back, we lay low.
I know it's tough, Henry, but you've got to be patient.
Hey, I'm thirsty.
I'll get you some juice.
Forget it.
You're pretty good at these things.
Any dope can play videos.
It's all just mechanics. You've got to out-think the machine.
Don't get any ideas.
I told you, I'm not helping you guys until you get my dad back.
I found him. Or where they're holding him, anyway.
My dad? Where?
He's been taken prisoner with the neighbors.
In an abandoned maintenance shed near the Hansen Airfield.
Now, don't forget us.
Just another night.
Yeah, I tell you. I could sure get some more sleep.
Willie, come here!
Okay, keep us covered out here.
Okay, come on.
It's all right, everybody.
We're Resistance and you've just been rescued. Let's go.
They should have been out by now.
They're coming.
Here they come.
Willie, get them out of here.
Well? Where is he?
We got everybody who was there.
Yeah, everybody. Except my dad.
This is the attack plan...
designed and personally transmitted by our Leader.
You think I'm setting a trap, don't you?
If you are, you've got a personal death wish.
My only wish is to see an end to the bloodshed on this planet.
To achieve that...
Diana, Lydia and their nest of vipers on the Mother Ship must be destroyed.
I hoped that this delivery...
would convince you that I'm committed to your cause.
Our cause.
Every facet of the invasion will be computer-controlled.
The only way it can be stopped is by computer.
This is an encoded map of the attack point coordinates...
and the relative size of the assault forces.
The invasion will begin at noon today.
Have you gotten access to a sophisticated computer system?
We can't find Kyle's friend.
Do you know where Dr. Atkins is?
Yeah.
Where?
He's Diana's prisoner on board the Mother Ship.
What's taking him? He's been in there forever.
Finally. Fresh from another goof-up?
Drop it.
What's the matter? The truth hurt?
- Did he know anything about his father? - They're holding him on the Mother Ship.
Oh, that's really excellent.
Philip said he'd do everything he can.
You think I'm gonna count on a lizard turncoat?
Look, you may not have any bright ideas about how to spring my dad, but I do.
You're not going anywhere.
We'll find your father, Henry.
He was a loyal comrade and we're not going to abandon him now.
Look...
if I turn myself in, they'll let him go.
It's not that simple. The game's changed.
We need your help, now. These are Visitor battle plans.
Either we do something to sabotage them, or there's no tomorrow.
Don't try to make me a hero.
All I want is to see my dad again.
Henry, listen to me.
Your father sacrificed himself for you...
so you could carry on the fight.
How do you know?
I know how proud he was of you...
and that he had great expectations for you.
Don't let him down.
The Battlesphere has detected...
an unauthorized entry into its memory components.
That's impossible.
I wish that were the case.
This means the Fifth Column has stolen the Leader's battle plan.
You were in charge of security.
We have no proof that the battle plan has fallen into enemy hands.
The Leader's plan has been compromised. I intend to notify him at once.
I'm afraid it's far too late for that.
Once the battle plan has been put into operation, it can't be stopped.
The computer will override any new input.
We're committed to the invasion. Irrevocably.
Here's the list of regional computer installations...
capable of interfering with the Battlesphere.
Double the guards at each of these facilities.
Right away.
I'll send James to the Science Frontiers Annex.
It's the closest and most likely target.
Make sure he understands the importance of his mission.
Where are the computers?
The top floor.
How do we get up there?
There's an elevator at the end of that hallway.
Welcome, Mr. Donovan. We've been expecting you.
We're trapped.
Quick. There's the elevator.
The doors won't shut! It's stuck.
- The power's gone. - What do we do now?
I don't see what choice we have.
Unreal.
You men, come with me.
You, stay here.
How did she do that?
I'll tell you about it when we get out of here.
Elizabeth, can you send the elevator back down?
Yes. But why?
Just do it.
These should stall them for a while.
You guys get over to the hardware.
Willie, come here.
We'll hold off James and his boys.
This is incredible.
Will you come on?
Let's try in here.
This one.
Get moving. Go!
It's the gray cord.
I thought these units were compatible.
They cut the power, remember?
Elizabeth? Can you...
Just give it your best shot.
Beautiful.
Now that's what I call juice.
They're launching. They're underway.
All right!
Perhaps you should have a look at this, Commander.
What is it?
A report from internal security. It was filed early this morning.
We're attempting to identify the traitor...
responsible for the theft of the Leader's battle plan.
I commend your efforts...
but I'm afraid it's too little, too late.
Nevertheless, the report makes for interesting reading.
It seems that one of the sentries paid a visit to your quarters last night.
I recall no such visit.
Naturally. You weren't present at the time.
The very same time the battle plan was pilfered from the computer.
Need I remind you that the commanding officer of a Mother Ship...
is not required to account for his whereabouts.
Especially to his subordinates.
Or are you suggesting that I'm part of the Fifth Column?
Of course not, Commander.
That would be grounds for our immediate court-martial.
You're not far from that now, Diana.
The same goes for you.
I've already ordered a full inquiry...
into this blatant disregard for military procedure.
The Leader will not be pleased.
What pleases the Leader is victory, not indecision.
We'll see about that.
Yes, I'm sure we will.
That's it. I'm in over my head. I can't stop the attack.
You can't give up, Henry.
- Why not? You gave up on my dad. - It's up to you, Henry.
You can be a man now and forget your petty little snit...
or you can go on with your tantrum while all of us and the whole Southwest...
gets blown away forever.
Come on.
I really appreciate this, but who are you?
Never mind who I am.
We're with the Fifth Column.
He'll take you back to your son and the Resistance.
I don't know how I can thank you.
You don't have to, we're on the same side.
Now please, you must hurry.
What are you doing?
I've made contact with their Battlesphere.
Now let me install my translation program for this system.
Way to go!
Hold the applause. I haven't found the battle plan yet.
Here they come.
- How many? - Lots.
Let's toss these and fall back.
Come on, let's go.
Come on.
All right.
Banzai! I just tapped into their skyfighter guidance system.
It looks like I can redirect their fighters just by talking to the Battlesphere.
Give it a go. Let's see what happens.
Look there. Our fighter wing is being thrown completely off course.
What's going on?
There's been a total breakdown of the guidance system.
The plan... It was supposed to be infallible.
Philip was right.
Isn't there something you can do?
Don't look at me. You're the military genius.
I told you I'd make you pay. Next time, don't mess with the kid.
Did you see that move?
I took their TAC fighter right out of the air with one flick of the wrist.
It's showtime, lizards!
- How we doing? - He patched into their guidance system.
He's got an entire fleet of skyfighters going around in circles.
Take that, suckers!
- We gotta get out of here. - Henry, come on.
- Just one more lick. - Now.
This one's for my dad!
Back to the woods.
- Henry! Over here. - Dad!
- You've got quite a son. - Kyle, what happened?
Dr. Atkins, Henry just did you proud.
He neutralized a massive alien attack by computer.
Without him, we'd have all been blown away.
I wish I could take all the credit.
The truth is it was a group effort.
I don't want to be a drag, but can we discuss all this somewhere else?
Transportation's waiting. Thanks to the Visitor Fifth Column.
Philip came through in the clutch.
Tell him I'm sorry. I'll never doubt him again.
Better luck next time.
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