[Bird calling]
[Singing]
Where do I begin? I don't know.
I guess with the idea
that sometimes things happen that we don't understand.
Maybe we shouldn't try to understand those things.
My dad was assigned to inspect
the military Southern sector of the E.P.A.
My stepmother, half brother, and I
had to spend two months on the road with him.
I can tell you it's not easy being stuck in a car
with a 6-year-old and the woman who replaced your mom.
Then again nobody asked me what I wanted to do.
I guess things do happen for a reason...
Even if you don't like what that reason is.
Come on.
My bottom is so sore.
Fill it up, will you?
You got a rest room?
Yes. It ain't great, but we got one.
Which part?
Mom, can I have a soda?
Hi.
I see you're from Washington, D.C.
Long way from home.
We sure are.
You're fast. You're fast. You're fast.
You're scared. Good.
They're out there.
They're everywhere.
They get you when you sleep.
They get you when you sleep, you hear?
Get out. Get out, or you'll be next.
Dad! Dad!
Dad, there's a psycho in there!
In the bathroom?
He's got a knife.
Sweetheart?
Maybe you should let him go in first.
He's got the gun.
Marti, maybe you'd better come back here, honey.
Marti?
There's nothing here.
There's no one in there, honey.
You okay?
There's no one there?
Marti, are you okay?
Honey, are you alright?
What did he look like?
Maybe we should call the police.
"They get you when you sleep."
I remember thinking he was crazy,
but I also remember thinking
we spend half our lives asleep.
Morning, sir.
Hi. I'm Steve Malone. I'm with the E.P.A.
General Platt's expecting us.
One moment, please.
Follow the signs to Sector "C."
[Soldiers chanting cadence]
I got it.
59. There's 3 doors, so it should be...
Let's see.
A, B, C... It's this--
Andy, how did you know that was it?
He's so smart. This kid of ours is so smart.
How did you know it was that door?
Tie your shoelaces. You're going to trip.
Come here. Let me do that.
[Steve] Are you sure this is the right door?
This is it, huh?
Great.
Okay, Andy, come on.
Help me unload the car.
Come on. I'm going to get there before you do.
Come on.
Hey, Andy, honey, slow down.
There's only two bedrooms.
I guess you got to share with your brother.
Steve, can you give me a hand up here?
Don't work too hard.
[Music playing on headphones]
♪♪ I ♪♪
♪♪ I want you back ♪♪
If we'd known what was waiting for us,
we would have run,
but in the end, it had to happen...
And so it began.
♪♪ I ♪♪
♪♪ I just can't see ♪♪♪♪
This is a restricted area, miss.
What?
You shouldn't be here without security clearance.
[Vehicle approaching]
[Loud music playing on car stereo]
What's up, guys?
Get in the car, babe.
I'm Jenn.
Marti. Thanks for picking me up.
No problem. Those guys are dicks.
What was that about?
God knows. They always have a bug up their ass.
You learn to ignore them.
What heinous misfortune brings you here?
A month in hell with my dad and his wife.
He's with the E.P.A.
EPA! Cool. Hippies saving the planet.
Will you look at these goons?
They actually volunteered for this crap.
Can you believe it?
So what are you doing here?
Not much. My dad runs the place.
He does?
Yep.
Mom!
Mom, I got somebody here!
Mom?
Look at this shit.
This is why my dad's an insomniac.
He's afraid she'll burn the fucking house down.
Mom, this is marti. Marti, this is my mom.
Vodka. Want some? Hmm? No?
Mom's an alcoholic.
According to the experts,
that means I'll be one, too.
Let's go. Come on.
Nice to meet you, Mrs. Platt.
[Gurgling]
And the kids.
I don't know what's wrong with the kids.
They don't treat me like I'm their father.
They treat me like I'm some stranger.
I don't know, but it's...
What are you guys doing here?
What do you want?
Oh, Steve, you mucho mucho.
Stevie's going to get a mucho kiss!
Is it time for your mucho?
Eek!
No! Carol doesn't want her mucho.
Don't! Carol doesn't like mucho kiss.
No!
Mommy.
Hey, hi.
Hi, honey.
Did we wake you up? I'm sorry.
What's wrong?
I had a nightmare.
Come here. I'll give you a big hug.
A bad dream can't hurt you.
Everybody has bad dreams, honey.
It's okay. It's okay.
I'll take you back to bed.
[Man shouting]
What the hell is that?
No!
[Shouting]
No!
Have you ever been in the military?
No, General.
Then you know absolutely nothing
about biological and chemical warfare, do you?
It would be a hell of a lot more dangerous
to start moving this stuff around
than it would be to leave it alone.
If these chemicals are stored safely,
then you have nothing to worry about.
I have nothing to worry about.
You want to explain that?
Come in here, captain.
Yes, sir.
Escort Dr. Malone around the base.
Let him take his samples and run tests.
Then do whatever the hell you have to do
to expedite his departure.
Mr. Malone.
Good afternoon, sir.
Can I help you?
Yeah. Give us some space. I want to talk to him.
One second.
Yes, sir.
Mr. Malone, I'm Major Collins,
head of the base medical corps.
Hold on a sec.
Hi.
I wanted to meet you at headquarters
and extend my cooperation to you personally.
Well, thank you.
I'm very interested in the kinds of effects
exposure to these chemicals can have on people.
Uh, effects.
You got a lot of chemicals on this base.
They're all pretty toxic.
Effects physically? They could be devastating.
I'm not talking about physically.
I'm referring to psychological effects.
I'm not following you.
Can they affect the... Brain patterns?
Can they interfere with chemoneurological processes?
Can they foster psychoses, paranoias,
narcophobias?
Well, I'm a chemist.
I'm not a psychiatrist. I don't know.
Simply...
Can they alter a person's view of reality?
I'll be Frank with you.
I'm seeing people at the infirmary
who are exhibiting...
Extreme delusional fixations.
People...
Afraid to sleep,
people afraid to...
Deal with family members, afraid of family members,
exhibiting...
Paranoia about others,
about other people's identities,
people afraid of themselves.
All of a sudden,
I got a camp full of very displaced people.
I don't know what you're seeing,
but it's not the PCBs.
That phenomena,
it's just not part of the symptomology.
I need you to keep me up-to-date on your research.
I'm worried about these people.
Better take a vacation, doc.
[Knocking on door]
We have equipment for Dr. Malone, miss.
Oh, okay.
Come in.
Let's go.
[Bang]
What are you doing in my dad's bedroom?
Delivering the boxes, ma'am.
Are you through?
Good.
Very good.
Hmm.
Good work.
Very good work.
Very good.
Okay, all done?
Everyone, hold your picture up.
Very good.
Good.
Very good.
[Leader] When it's over, let's do it again.
[In unison] When it's over, let's do it again.
Hey, little man!
Whoa!
Hey, little man.
Hey. What are you doing?
I'm running away.
What from?
The bad people.
The bad people?
Come on. We'll take you home.
Your folks in the military?
Nope.
Sector "C," Petey.
Look! There's my bike.
That's your bike? Petey, pull it over.
[Knocking]
You sure this is the house?
Yeah.
[Marti] What's going on?
We found him wandering around.
We figured he was lost.
Well, you're supposed to be in day care.
I hate that place.
Well, what happened?
They had the same pictures.
They tried to make me go to sleep.
Hey, Andy.
Daddy! Daddy!
Sorry if he caused you trouble.
No trouble.
Are--are you an mp or something?
No. I'm a chopper pilot.
Thanks for bringing him home.
Maybe I'll see you around.
Where?
Um...
The top gun on route 8.
It's the only club around.
My name's Tim.
Oh. Marti.
No problem at all.
Thanks a lot.
Okay take care.
Thank you, soldier.
No problem.
Thanks very much.
Alright, little guy. Take care.
Say thank you.
Thank you.
Hi.
[Carol] What's all this about,
"the kids don't like me"?
He's been there one day.
The faster he gets back,
the faster he makes friends.
Stop worrying so much.
I can't help it.
It's a natural thing.
I can't get this dirt out.
It won't come out.
[Low conversation]
Hi.
Hey, chick. Let's get out of here.
Where are we going?
Out. Anywhere but here.
Jenn Platt, Carol.
Hi.
Oh! Oh, you--hi.
I didn't realize you knew--Steve!
Marti has a friend here.
You want something?
No, thanks. I'm fine.
We have milk, orange juice...
Hi.
Jenn Platt.
Steve Malone.
Popcorn?
Platt?
Really, I'm fine.
Your name is Platt?
General's daughter. Don't I look the part?
I came to show marti around.
Where?
The base, the rec center.
Wh-when you planning on being home?
12:00?
12:00.
12:00?
12:00.
Okay.
Done. Let's go.
Done, yeah, but do be home by 12:00.
Nice meeting you.
That's an interesting outfit you've got on there.
Here?
Well, this is it.
I don't have any I.D.
Don't get your panties in a bunch, girl.
Just come.
♪♪...don't let me walk through ♪♪
♪♪ or I shouldn't want you ♪♪
Oh, man. Where is everybody?
♪♪ But, darling, I do ♪♪
Hey, ladies, you want to dance?
Lambada?
♪♪ I'm falling in love with you ♪♪
Hey, look who's here.
I don't believe it. Jenn.
Where is everybody?
Word out you guys were here?
They heard your dad was coming.
To court-martial your ass.
This is Pete--
Tim.
Marti.
You know each other?
We met earlier.
Earlier? You just got here yesterday.
What's a girl got to do to get a drink around here?
Want a drink? Come on. Drink.
You can have anything you want.
♪♪ Please help me, I'm falling... ♪♪
Well, this is romantic.
Now what?
Let me dazzle you with my stick work.
Or not.
Let's play some pool.
Pool? Alright. Let's go.
Have a seat.
Last chance.
[Chuckling]
How you doing?
Good.
How's your brother?
Oh, he's kind of weirded out.
Can I get you something to drink?
Uh, yeah.
I'll have whatever he's having.
Yeah, right.
Melissa, can I get a couple of beers?
Hey, Andy's a nice kid, you know.
Yeah? Do you want him?
Do I want him?
[Snoring]
♪♪ Please help me, I'm falling in love with you ♪♪♪♪
Shit!
What's the matter?
I know that guy.
He scared the hell out of me.
Hey! What did you do to her?
I don't know what you're talking about.
In the gas station.
I think your girlfriend
has had a little too much to drink.
You ought to take her home.
Oh, Tim, it's okay.
I guess I made a mistake.
I was, uh, 7 when she died.
I didn't expect my dad to get married again.
Stupid, huh?
You must really miss her.
What was your mother like?
You always remember the good things about people.
I miss her.
[Sigh]
Did you ever play "I never"?
No. What's that?
Put your hands up,
and the object is to make the other guy
drop all his fingers down.
If I were to say, um... "I've never been to Mars,"
then neither of us put our fingers down.
'Cause we've not been to Mars.
If you said, "I never wore a dress,"
then I'd have to put a finger down.
Get it?
Yeah. Okay go ahead.
No. You start.
Okay I've never eaten Brussels sprouts.
Um...
I've never been up in a helicopter.
Um, I've never tried
to give my kid brother away.
I've never had to shoot anyone.
When?
Kuwait.
Um...
I never hide my feelings.
[Eerie voices]
[Gurgling]
[Andy] Mommy?
Mommy? Mommy?
Mommy!
[Screaming]
[Steve] Andy?
What's the matter, honey?
It's mommy!
What about mommy?
Her head came off! She's dead!
There's mommy right there.
No, she's not my mommy.
He had a bad dream.
It's okay, honey. I'll put you to bed.
No! That isn't my mommy!
Andy! Andy!
Andy! Andy, wait, wait.
[Music playing]
Dad?
Take your brother inside.
Take him inside. Do it.
Here we go.
You aware she's underage?
No, sir. I'm sorry.
Giving booze to an underage girl?
You weren't aware of that?
No, sir.
That's funny, huh?
No, sir.
Don't come around here anymore.
Come on.
I'm not lying, marti.
Nobody said you're lying.
I had nightmares too when I was your age.
They go away, okay?
She's not mommy, marti.
She is your mommy. She loves you a lot.
My mommy died.
[Footsteps]
Dad?
I'm really angry right now.
You come home drunk and an hour late.
I'm not drunk.
And you've known the guy 100 years...
I had one lousy beer and half an hour late.
Big deal. I am not a fucking 10-year-old.
Don't talk that way.
Why not? It's the only time you listen.
That's not true.
Bullshit! You never listen to me.
Wait.
No!
Wait!
Would--would you stop kicking the table, please?
Thank you.
[Footsteps]
I can't wait till I'm 18.
You think you won't be my daughter anymore?
I'll still be your daughter.
I just won't have to listen to you.
You don't listen now.
Look, if you want to go so bad,
don't wait till you're 18.
Just go now.
You'd like that, huh?
Then it'll just be the three of you.
Andy, want to go back to day care today, honey,
or stay home with mommy?
My mommy's dead.
[Reverse-gear alarm sounds]
Okay, come down.
Alright. Be very careful with that stuff.
It's very toxic.
Watch out!
Get out of the way!
Get an ambulance and a cleanup crew.
Get back. We'll take care of him.
What the hell's the matter with you?
Get an ambulance for this guy!
Jesus Christ! What is that?
It's nothing.
Shit.
Hi.
Hello.
Uh, is Jenn here?
Hey! Come on up.
Hi.
Try this.
Taste it.
It's water.
That's right. It's water.
There's always vodka in this glass.
Maybe she went on the wagon.
If she were on the wagon,
she'd be climbing the walls by now.
Jenn? I'm leaving now.
Where are you going?
We're going to play bridge at the Smythes'.
What?
She doesn't know how to play bridge.
[Playing taps]
Sir, there's been an accident in the warehouse.
Initial reports indicate personnel have been injured.
We'll prepare a written summary.
I'll have it for you within an hour.
Thank you, captain.
I took it off the suit fibers.
I ran the entire herbicide screen.
I still got no idea what it is.
I'll send you the sample tomorrow.
Give it the full G.C.M.S.
I've never seen anything like this in my life.
It scares the shit out of me.
It's not blood.
I don't know what the hell it is.
Get back to me as soon as you can.
[Baby crying]
I want to go home.
Dad promised when he's done with his tests,
we'll leave.
It's going to be okay.
It happens when you sleep.
What does?
You die.
Tub's full.
Better hurry. It's going to overflow.
[Turns off water]
[Door closes]
Get in bed.
I said get in bed.
Night-night.
♪♪ I ♪♪
♪♪ I want you back ♪♪
♪♪ Though we travel down a different track ♪♪
♪♪ And I ♪♪
♪♪ I just can't see ♪♪
[Gurgling]
♪♪ I won't let you walk away from me ♪♪♪♪
Is your back sore?
Yeah.
Want me to give you a massage?
God.
Lie down. Lie down.
Here. Lie down.
Oh...Marti's really mad at me.
Hmm. She'll get over it.
You'll see.
Wake up in the morning...
Be another day.
Be like none of it happened.
She'll be okay.
It will be over.
Be fine.
I love you.
Yeah. I love you, too.
Yeah. Just let go.
[Gurgling]
[Rhythmic beating]
[Creaking]
Oh!
Aah!
Daddy!
Dad!
No, daddy! No! Wake up!
Daddy! Dad!
Aah!
Wake up!
Aah!
Andy!
Dad! Daddy!
Get him up! Get him up!
Andy, wake up! Wake up!
Wake him up. Get him dressed.
Carol!
759, Sector "C."
Carol! We got to go!
We got to go now!
Listen to me, Steve.
You don't understand! We've gotta go!
Go where?
What are you talking about?
Steve, this is important. Go where?
That's right.
Go where?
What happened in your room-- are you listening?
What happened in your room is not an isolated incident.
It is something that is happening everywhere.
What are you talking about?
Where you gonna go?
Where you gonna run?
Where you gonna hide?
Nowhere.
Because there's no one like you left.
That's right.
Oh, God.
That's right. That's good.
You're listening now. That's very good.
Okay, now, I know you're frightened, Steve.
I know you're scared. That's okay.
I understand that. You're confused.
Let me tell you something, Steve.
All that anger, that fear, that confusion,
it's going to melt away. It will go away.
You go to sleep.
You wake up. It's very simple.
In the morning, you wake up, you feel wonderful.
We're connected. We're close.
What's happening?
More fear. That's good.
Dad.
Let's go to bed, Steve.
Get away from me and my kids!
Wa-a-a-ah!
[Siren]
Wa-a-a-ah!
This way, mister! Come on!
Go on! We'll cover you!
Move it out, mister! Move!
Petey!
What's all that noise?
[Gunfire and screaming]
Hey, Petey, those are gunshots!
[Siren]
Pete, where the fuck are you?
Hey, Pete, what's going on?
Sit down, Timbo.
What the hell's going on, Pete?
Hey, Justin.
Go to sleep, Timbo.
What is this, some kind of joke?
Just go back to bed.
What's with the needle?
What is this?
What are you guys doing?
Wh--
I told you to go to bed, didn't I?
Get him!
Take my watch.
I got to try to find us some help.
I'll be back in a couple hours.
Dad--
it will be alright. It will be alright.
You do what your sister tells you.
Where are you going?
I'm going to try to find us a way out of here.
Just be very quiet, okay?
Okay.
Don't worry, sweetheart.
I'll never let anything happen to you guys.
[Helicopter]
[Siren]
[Crash]
All remaining suspects
to the infirmary for sleep inducement.
[Beep]
[Ringing]
[Ring]
I need an outside line.
[Operator] I'm sorry, Major Collins.
All the lines are busy.
Please remain where you are.
I'll keep trying and call you back.
How the hell do you know my name?
I didn't tell you my name!
How the hell do you know my name?
[Helicopter]
[Screaming]
Major?
You stay back!
No, no. It's me. It's Steve Malone.
You remember me.
I know who you are. You...Stay...Back!
You got to help me.
There's no time left. My kids are in danger.
My wife is...
Do you have a car?
[Siren]
No--
please come.
It's too late to run, Malone!
It's too late!
They've taken the base!
All we can do is wait until they come--
the keys, doctor.
The keys.
They'll follow you.
That's how they work.
We got to stand up and fight back now!
Yeah, okay.
I got a gun for you.
I got a gun for you, too.
We'll give them hell!
We'll give them hell, Malone.
We'll show them what the human race
is really made of!
You want some?
Stay with me, doctor. We have to go. Now.
Now.
You can't sleep.
You got to make sure you don't sleep.
[Door opens]
[Cocks gun]
You come on.
Please.
The head cabbage.
Well, well, well, well, well.
Be realistic, Major.
Put it down.
Not before I unload a few into you onion heads.
Relax, Major. Take it easy.
You disappoint me, doctor.
You're a man of medicine.
You're supposed to preserve life, not take it.
You bastard.
You call what you are life?
I know who you are. I know who you are.
Do you?
Amphetamines.
I know what happens when you sons of bitches
catch somebody sleeping.
Want a few?
Look what your fear has done to you.
Can't you see?
When all things are conformed...
There will be no more disputes,
no conflicts,
no problems any longer.
Abandon yourself and join us.
There are hundreds,
even thousands of us here.
We've traveled light years throughout the universe,
always surviving, always growing stronger
because we've learned--
it's the race that's important...
Not the individual.
The individual's always important.
Only unity guarantees survival.
Which is why you must join us.
The human race is doomed.
Accept it.
Stay back.
It's a matter of survival.
Stay back!
I'm warning you!
Doctor...
Put the gun down.
You're never going to get my soul.
God, never.
Shit.
♪♪ Nobody likes us ♪♪
♪♪ Everybody hates us ♪♪
♪♪ I'm going to the garden to get worms ♪♪
♪♪ Long, slim, slimy ones ♪♪
♪♪ Short, fat, juicy ones ♪♪
♪♪ Itsy-bitsy, fuzzy-wuzzy worms ♪♪
♪♪ First you bite the head off ♪♪
♪♪ Then you suck the juice out ♪♪
♪♪ Then you throw the rest of it away ♪♪
♪♪ Then you... ♪♪♪♪
Dad!
Everybody okay?
Come on. I found us a way out of here.
All personnel in Sectors "A, " "B," and "C"...
God, dad. They're everywhere.
Dad.
Where are we going?
I know what I'm doing. Don't worry.
Just don't show any emotion.
They can be fooled.
I know where I'm going.
I know exactly what I'm doing.
[Pulls emergency brake]
[Tires squeal]
Where are you going?
You stay in--
off!
Get off marti!
Fucker!
Shit! Shit!
Don't make me hurt you.
Just calm down.
Hey! What's going on?
Let her go!
Leave her alone!
Shoot him! Shoot him!
It's not my father!
It's not him!
Shoot him!
Just back up. Back up. Put it down.
Put it away.
Shoot him!
What are you talking about?
It's not my dad! He killed my father!
Put it away.
Marti!
Just relax and put it away.
What are you doing?
Shit.
Daddy?
Let's get out of here.
Come on, marti!
Wa-a-a-ah!
There's my chopper.
It's too dangerous, so I'm going in alone.
Watch for me, I'll land it over here.
Just be ready to make your move when I touch down.
We're going to get out of here, marti.
Ready for that ride I promised you, little man?
Alright.
Just act like one of them.
Be careful.
[Helicopter]
Nobody believed me.
Shh!
I figured you'd try a bird.
What do you mean, Pete?
I think you know what I mean.
Now we're all the same, Petey.
So what are you running from?
Who's running?
I got orders.
Oh?
We're all one happy family now.
Happy?
What's that, Timbo?
You're wasting my time, lieutenant.
They're waiting for light support.
Hey, Timbo.
Just so you know...
I fucked your girlfriend.
Alright. Let him at the bird.
[Beeping]
Wait! What are you doing?
Marti!
You're making a mistake.
[Siren]
Tim!
Help!
No! No!
No!
[Siren]
Roger.
Suspect is escaping Sector "R."
[Man screaming]
[Gurgling]
No! No!
No!
No! No!
Marti!
Argh!
Marti?
No!
Let me go! No!
Marti?
Tim?
Don't.
Marti!
Please.
[Gasping]
Wake up!
Marti! Marti!
Try and wake up.
Come on!
[Grunts]
Marti! Marti!
Oh, God, marti! Come on!
[Screaming]
[Whining]
Camp Perry, Ohio.
West point, New York.
Fort Knox, Kentucky.
Fort Gordon, Georgia.
Oh, God.
You can do this, marti.
You're doing fine. Just walk with me.
Fort Monroe, Virginia.
Fort bliss, Texas.
Where's Andy, Tim?
He's got to be in there.
I didn't see him.
He wasn't in there.
Fort Wainwright, Alaska.
Fort Hamilton, New York.
Fort Bragg, north Carolina.
My chopper's right up there.
I'm not leaving without my brother.
We'll get help and come back for him.
You do what you want,
but I'm not leaving without him.
Hi.
Did I tell you this place was a freak show?
Yeah.
Where you going?
We got work to do.
I saw Andy. He's looking for you.
Where?
Wa-a-a-ah!
Marti! Marti! Don't leave me.
Marti, wait! Don't go!
Andy!
Don't leave me here!
Andy!
[Marti] Go! Go!
Aah!
Andy!
Andy, don't! What are you doing?
Andy, no! No!
Get off me!
Andy, what are you doing?
Marti! Throw him out!
He's not your brother, marti!
Andy!
Throw him out!
[Gasping]
Get off me!
Wa-a-a-ah!
Should we go after them?
Let them go. No one will believe them.
[Radio] Roger.
We just detected the suspects.
Over.
Suspects escaping Sector "R."
I'm sorry, marti.
[Crying]
[Marti] They said nobody would believe us.
Who could believe such a crazy story?
I could hardly believe it myself.
They had destroyed everyone I loved.
Our reaction...
Was only human.
Revenge, hate, remorse, despair, pity,
and most of all fear.
I remember feeling all those things
as I watched the bombs explode.
How I hated them.
Army Helo One, this is Atlanta Ground.
We have you on screen with clearance to land.
Runway two dash seven, taxiway Alpha.
Hovertaxi via east-west parallel.
Ground crew standing by at army guard ramp.
Roger that, Atlanta. This is high bird one.
2-mile final. We're coming in.
They get you when you sleep,
but you can only stay awake so long.
Where you gonna go?
Where you gonna run?
Where you gonna hide?
Nowhere.
Because there's no one... Like you...Left.