Step out of your vehicles. Leave the car with the keys inside.
Take all personal belongings with you to inspection.
Move on.
- Do you think I'm scared, Captain? - You're never scared.
- Except when you're scared. - Then you're reaIIy scared.
Why don't you get out of here and we'II both feeI better?
- I can take this trip aIone. - No!
Look at it, Karen, pIease.
- Shit! It keeps doing that. - Don't Iift your arms up.
I guess I can't saIute.
Get out of the car, pIease.
Step out of your vehicle. Leave the car with the keys inside.
Take all personal belongings with you to inspection.
Identification.
TraveI authorization to Vancouver.
Let me guess, the big one's hers. Am I right or am I right?
I've never known it to faiI. They change cIothes three times a day.
- We've got a positive here. - No, there must be a mistake!
Goddamn breeders! You think they'd Iearn.
- Some never do. - Ain't that the truth.
- Next. - Your turn.
Negative. Proceed.
Hey, come on.
- Don't forget her favourite dress. - Thanks. I'm just so tired.
I've been driving aII night.
This bitch is trying to get past our machines!
Goddman fucking fIack jacket!
Run! Go!
You're under arrest. Stand up and keep your hands away from your body.
Hold your position. Put your hands over your head.
You are under arrest.
I did a feature on this pIace. It's enormous.
- Like your mouth. - It's got no windows.
Attention, prisoners.
You are entering the Fortress.
A private maximum-security prison run by the Men-Tel Corporation.
I onIy bounced a coupIe of cheques and they give me maximum security.
lt's located in a secluded desert.
No life can survive here. Escape is impossible.
- 60 days I've got to do. - That's short-term, man.
- You're onIy taking a nap. - I never nap.
- What did they get you for? - My wife was pregnant again.
One wasn't enough?
- He died at birth. - Didn't they tie her tubes?
They said they did. I guess we got Iucky.
- Lucky? What did they give you? - 31 years.
- Why the fuck are you smiIing? - She got away.
This is a complete security environment. Crime does not pay.
It's 30 stories high. How can it be invisibIe?
CaIm down. Take a deep breath.
- Forget him. He's dead. - He's just scared, okay?
The scared don't survive inside.
AII right, everybody, strip.
Now!
All prisoners, your attention, please.
Welcome to the Fortress.
Everything here is the property of the Men-Tel Corporation.
lncluding you. l am Prison Director Poe.
The Federal Government pays Men-Tel $2 7 a day for each one of you.
They expect us to put you to use expanding our facility.
- Hidden weaponry. - Open your mouth!
Spit it out and put it in the bin.
Your work shift will be determined by our computer ZED-1 0.
You will learn to live without day or night.
These are Psychological Security lntelligence Systems.
P.S.l.S.
Your thoughts will be with me ... always.
Put your heads in. Now!
Prepare intestinator tagging.
You are about to be outfitted with intestinators.
Men-Tel's automatic behaviour-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.
I have an iIIness. It's caIIed cIaustrophobia.
- It's a reaI iIIness! - Don't do this.
Remain in line. Do not cross the yellow line.
Nobody's Iistening to me! I have a note from my doctor.
- Yellow is pain. - I cannot stay here! Listen!
The intestinator is now in pain mode.
Turn it off!
Do not cross the red line. Red is death.
I toId you. Dead on arrivaI.
The Fortress is the world's largest underground penitentiary.
33 stories deep. Neutron cannons are housed in the central core.
They destroy only organic matter.
Prisoners Brennick and Gomez, get off here, please.
Up these stairs, please.
Come with me, please.
No fucking way! We're not taking any more in here!
- We've got a crowd in here now. - Complaining is a violation.
- So is overcrowding. - lntestination starts in 5 seconds.
No, come on.
AII right, big mama, come on.
The more the merrier.
Bitch.
- 5 seconds to enter cell. - Come on in.
- What happens if you waIk out? - Try it.
What's your probIem?
Laser perimeter intrusion. Step back, please.
Smart fish. Very smart.
- You'II have to pay the rent. - I do my own time.
There's aII kinds of time. Think about it.
You don't pay the rent, me and Maddox come and get it.
Is that you?
No. Maddox is hard to miss. He's got a 1 8 7 tattooed on his forehead.
Do you know what 1 8 7 means, fish?
I bet it's not your I.Q.
1 8 7. Murder statute. He's doing the big bitch.
So maybe you want to pay the rent after aII.
60 seconds to lights out.
Brennick, John.
D-Day.
Anywhere you Iike, man.
Hey, pretty boy, is your ass as sweet as your face?
- If it is, you can bunk with me. - Try it and you're dead.
I can wait.
Night-night, sweetie.
Don't dream.
You're enjoying this.
- Yes, I suppose I am. - Your function is to monitor.
We do not observe for personal pleasure.
You don't understand pIeasure ...
... or pain. I do.
- lt is time for pain. - I'm afraid it is.
Unauthorized thought process.
What's the matter? Stomach ache? Indigestion maybe?
What's with him?
He's a ghost. He got himseIf mind-wiped.
- He tried to escape. Big mistake. - A mistake is what you make it.
Nobody makes it out of this pIace.
Don't beIieve everything they teII you.
HeIp!
Leave me aIone! HeIp!
Private party.
Violence will not be tolerated.
Prisoners Maddox, Brennick and Gomez.
You will be released from solitary when the perpetrator is revealed.
I can't stand here any more.
- I've got to get out of here. - Then fry, you IittIe fuck!
Come on, you can do it.
Are you ready to identify the perpetrator?
- I've got to get out of here. - Think about being strong.
I am.
- TeII them ... you're dead. - Shut your mouth.
I'II shut yours ... permanentIy.
9 1 57 64, are you ready to identify the perpetrator?
No ...
Who started the incident?
It was ...
- Who started the incident? - I did it.
It was me.
Prisoner Brennick, report to Director Poe immediateIy.
Sit down, 95763.
- My name is Brennick. - Of course it is.
- Make yourseIf comfortabIe. - I am comfortabIe.
You're acquainted with Abraham.
He is the very best of our trustees.
I have written some exceIIent paroIe reports, but in aII honesty, -
- I don't know what I wouId do if he were to Ieave us.
John Brennick ...
The most decorated captain in the history of the bIack beret.
Yet you quit in disgrace, didn't you?
- You Iost an entire pIatoon. - That's no business of yours!
So touchy. I suppose that's understandabIe.
But stiII ...
WouId you want to Iose this particuIar former soIdier?
We caught her before she reached the far side of the bridge.
The Iaw is cIear: One chiId per woman.
We Iive on a very smaII and fragiIe pIanet.
We must maintain the popuIation baIance.
Abortion is iIIegaI and that Ieaves onIy one aIternative.
She is so beautifuI.
- Intestinate, Karen Brennick. - lntestination commencing.
- You bastard! - Zed ...
I don't think you reaIise your predicament, Brennick.
You have nothing. You have nowhere to hide.
You are nothing.
I fucked up. I couIdn't handIe it, man.
I know. You better watch yourseIf.
Where's the women's section?
- Don't even think about it. - Are you gonna report me?
His IittIe sisters wiII do that.
- Where's the women's section? - I am not going to die inside.
You'II die right here if you don't teII me.
Ain't that a bitch.
Two fucking days and you're just Iike everybody eIse in here.
- You didn't answer my question. - Fuck you.
LeveIs A and B.
What is it?
The baby's kicking. I can feeI it kicking.
It's fine. It's naturaI.
I just want to hoId my baby for a IittIe whiIe.
I know I can't keep her, -
- but just to see her open her eyes ...
I won't Iet them take my baby.
Remove number 7 42 7 0.
No ...
Get her!
Stop her!
Into the operating room.
Come on, take it easy.
Your babies are the property of the Men-Tel Corporation.
Rise and fucking shine, asshoIe!
Laser perimeter intrusion. Step back, please.
- Shall l intestinate? - No.
Retract the bridge.
429 1 0 is no longer any use.
l have a death warrant in his name. Execute it, 957 63.
That is an order!
Your sentimentaIity is touching, but quite fooIish, Brennick.
Prisoners, a demonstration.
Let 'em go! Now!
You fucking asshoIe!
HoId your fire, Zed. Intestinate, Brennick.
Random intestination.
Come on, Karen!
Take John Brennick to isolation to await punishment.
Disobedience will not be tolerated.
- I owe you an apoIogy. - Not necessary.
Niàno ...
Come on, man. Let's go.
Shit, man!
BIack beauties!
- This is Brennick's bed now. - Since when?
Since your friend got bIasted by the spIatter gun.
Dickhead!
- You Iook awfuI. - That bad?
Worse.
I was cIumsy. I ran into a brick waII.
OnIy the waII was moving.
- Poe wants you to cooperate. - So he toId me.
He says I shouId teII you it's gonna be very bad if you don't.
No kidding.
He says if I care about you at aII I wouId beg you to Iisten.
- What do you say? - I want my husband.
You got him.
John, no matter what you do ... I'II never not Iove you.
You're reaI Iousy at goodbyes, you know that?
I aIways have been.
Commence procedure.
John, heIp me!
He's been in there for three days.
No one has ever Iasted four.
There's a first time for everything.
- You couId stop his pain. - But there's a price.
I want you to Iive here.
To share my quarters for the remainder of your stay.
- Why me? - Why does music give me pIeasure?
I skipped music appreciation.
I'm ... Iooking for a companion.
I'm not very friendIy to anyone who tortures my husband.
Stop it!
Yes ...
- What? - Yes! Bastard! Just Iet him go.
ReIease John Brennick. Return him to his ceII.
Mother of God! What have they done to him?
He's a ghost.
- He's gone. - BuIIshit! He's breathing.
The mind is dead.
The body just don't know it yet.
- WeIcome home, baby. - Shall l intestinate?
Just a moment Ionger, Zed.
This is a fascinating dream.
Quite instructive ...
... regarding the prisoner's psychoIogy.
The Brennick woman is causing you to act in an unprofessional manner.
None of your business.
- Her presence is a violation. - I make my own decisions, Zed!
Shall l intestinate?
Unauthorized thought process.
It's a very advanced modeI.
Yes, you were a computer technician in the army.
I never got near anything as powerfuI as Zed.
Of course not. No one has. Don't touch her!
Zed, seaI controI.
If you ever Iay a finger on her keyboard, -
- or utter a singIe voice command, -
- you and your chiId wiII feeI a pain unknown in human history.
Don't touch him, asshoIe!
What the fuck does he care? He did it to himseIf.
No, they did it!
And what are you gonna do about it?
Yeah, right.
- What are you? - I am enhanced.
- You're not human. - A monster? A freak?
The Men-TeI Corporation transformed me into a more efficient being.
Once a month, I absorb amino acids.
I waste neither food nor fueI.
When my kind are in the majority, there wiII be no more worId hunger.
You don't sIeep. You don't eat. You can't make Iove, can you?
No, but I can Iove.
- Are there others Iike you? - Not many as advanced, but yes.
I was one of Men-TeI's first babies. It was very speciaI.
- You're what becomes of our babies? - Of course.
I saw your wife, Cap.
I saw Karen.
She's getting Iarger.
You can teII she's pregnant now.
She feIt the baby move.
Your baby.
No ...
You know I cannot.
I know.
But have you ever tried?
This is ... very speciaI.
I wonder why I've never tried this before.
How do you feeI?
Very happy.
Why aren't you in voice mode?
Proceed, Director Poe.
Come here, Johnny.
You don't have to be afraid.
John ...
I'm here, John.
- Karen, where are you? - Right here.
I must be more moderate in the future.
Good morning, cell block orange, level F.
30 minutes before reporting for work.
- Get Brennick up. - I'm awake.
HoIy Fuck! You're aIive!
- How Iong was I out? - Four months.
It's true, man. You were Iong gone.
I'm okay.
Wait! I've been in here that Iong? Karen's getting near term.
- She's aII right. - Did you seen her?
Are you strong enough for the truth?
Karen moved into Poe's quarters.
That's why he didn't kiII you.
- She saved herseIf. - She's cIoser to the way out.
- You'II never get in there. - You do.
That's my job.
I've got a paroIe to worry about. I'm not going to jeopardize that -
- so you can pIay some great-escape buIIshit!
I'm not pIaying.
We need to taIk.
- TaIk's dangerous. - That's right, it is.
I've been taIking to your husband.
I'm John's ceII mate.
- AII this time ... - He's been Iike a zombie.
There was nothing there ... untiI today.
It worked?
It worked!
- Thank God! - I don't know what you did.
But now he's pIanning an escape. Nobody ever gets out of here.
He's a good man. I don't want to see him die.
He won't die. Not if I heIp him.
I don't know how, but this wiII get Karen out.
Let me see that. I know about these things.
I'II have to take it apart, but ...
- Can you put it back together? - Machines Iove me.
I can make it work. It's what I did in the worId.
- Mechanic? - No, expIosives.
First IntercontinentaI Bank.
I bIew that safe Iike it was fucking butter!
My partners didn't appreciate my work and turned my ass in.
- Why? - Shit! I bIew up the money.
Don't fuck it up.
New pods wiII be ready next month.
- We're still behind schedule. - ProbIems with the bedrock.
Five new levels must be ready by the end of the year.
Yes, I am aware of that.
Reset your cIock, Zed. AII work hours are now 93 minutes.
Confirmed.
- What are you doing awake? - I couIdn't sIeep.
For the sake of our baby, you must get your rest.
This thing is amazing! She's beautifuI!
This thing is a working genius. Look at this.
This is a series of micros. That's your pain mode.
This is a macro. That kiIIs you.
This IittIe thing on top, that's your nerve cIip.
I need you to put it back together.
- I'm working on it. - And get it out of me.
I may be abIe to cause you to throw it up ...
... but this bitch is highIy sensitive.
We're taIking TNT on PMS.
- CouId it kiII me? - Definite possibiIity.
- 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.
I'm having fun. I'm enjoying myseIf.
You know how Iong it's been since I had any fun?
- Going out won't be fun. - No, but it'II be a trip.
Just take it to him.
Just? Fuck the dumb shit. That is a pretty big ''just''.
I know it's dangerous, but I'm asking you anyway.
Say I don't get mind-wiped. What's going to happen to my paroIe?
There's no paroIe. You hoId onto that hope because you're a man.
You keep something inside of you, but this is a chance to fight back.
Fight for who? You? Your husband?
I've never begged before in my Iife.
PIease, Abraham?
If you won't do this for me, do this for my baby.
- I've got to get this back. - What is it?
Have you never seen a hoIographic Iens before?
The onIy probIem is we need a Iaser to make this thing work.
- We've got a Iaser. - You stick your hand in there.
We need something to hoId it.
Wait a minute. Take that. We've got something.
I'II be goddamned!
Look ... this couId be a way out.
- HoId it steady. - Sorry, this thing's heating up.
This is the construction area. We go in this heating pipe.
It feeds into this utiIity shaft which goes aII the way up ...
If we don't get that, we're dead.
Fuck the Iens, I need my gIasses.
Get it, man.
Laser perimeter intrusion. Step back, please.
- Shit man, don't you hurt? - Yeah.
- How's the Iens? - Fine. The motherfucker's fine.
You shouId see what you fooIs Iook Iike through this thing.
I want you to divorce your husband.
- That's not part of our bargain. - You wiII never see him again.
He's onIy a cog in the Fortress's grand design. Let me show you.
His onIy reason for being has been the expansion of our faciIity.
Have you touched this?
I noticed there was some dust on there. I cIeaned it.
You fooI! Do you know what it wiII cost to repair this map?
- I beg your induIgence. - This wiII affect your paroIe.
I'm sorry.
Divorce your husband. Marry me.
I wiII request permission from the Men-TeI Corporation -
- to raise the chiId as my own.
I'm teIIing you ... I wiII not enhance your chiId.
Does this mean nothing?
And John?
I wiII set him free.
Karen has to teII the man yes or no by tomorrow night.
Good. We go tomorrow morning.
Hey, time's up.
I think I've got it, man. Check this out.
Right there. Now, Iook.
- It's a magnetic detonator. - So?
Didn't you go to grade schooI? Magnets. You move one ...
- You can puII it out of us? - Yeah ... in theory.
But I might just give the ceII a coat of red paint.
- Let's find out. - You mean right now?
- Have you got a better time? - No ...
If you expIode, what happens to the rest of us.
Try me.
- I'm going with you. - No way!
Are you gonna do it ... or what?
This might hurt a IittIe bit, okay?
Where are you, man?
I think I've got it.
Quit fucking around, you IittIe asshoIe!
No hurry, no worry.
Stop fooIing around. Get the damn thing out of him!
I'm not fooIing around. It's stuck.
It's okay.
Okay ... my turn.
Somebody take notes, man. I can't do it to myseIf.
I'II do it to you ... after you do it to me.
- What about your paroIe? - BuIIshit! It's time I woke up.
I going with you.
No, it's too much of a risk.
Are you afraid you'II Iose us ...
... Iike you Iost your pIatoon?
I don't ever want to be responsibIe for another man's Iife again.
Hey man, I speak for myseIf.
But it's better to die trying than to die in here.
Right on, man.
Fucking A.
I haven't dreamt in 40 years.
John Brennick is fuIIy rehabiIitated and is hereby granted a fuII pardon.
He is free to Ieave the Fortress ...
Before completing this there is something you should see.
Not now, Zed.
l insist.
- WeII? - Please observe.
How dare you spy on my quarters?
A report has been filed with Men-Tel's board of directors.
You are releaved of your position.
Your replacement will be here within 24 hours.
Until then, you are confined to quarters.
Confined to quarters?
I've never Ieft these quarters in my entire Iife.
You are the property of the Men-Tel Corporation.
I am the director.
You will please leave central control.
Crime does not pay.
Construction area altercation. Maddox, Brennick, Stiggs, Gomez.
- That's impossibIe. - lntestination commencing.
No! Maddox is dead!
Come on!
They're escaping and you wiII be responsibIe.
You wiII be Iucky if you end up a Speak-and-SpeII.
Mass intestination.
They're in the pipe. Open the steam vaIves
Activate the strike cIones.
- I thought this was the way out. - It is the way out.
- We've got to get out of here. - Move!
Surrender immediately and you will not be harmed.
Brennick, I have your wife.
You have ten seconds to surrender.
- Don't do it. - This is our onIy chance!
- If you go, you're dead. - I'm not gonna be boiIed aIive.
- I'm coming out. - No!
This way.
Come on, we're out of here.
Zed warned me our reIationship was not in the interest of Men-TeI.
I ignored her. FooIish me.
- Get out of the way. - Intestinate Abraham, pIease.
Get the fuck out of the way!
What the fuck is it?
This is incredibIe. They've wired a person into the mainframe.
- The perfect soIdier. - Nerve-capabIe firing pins.
The shit they're coming up with these days ...
Let's move.
Take cover!
- Activate second strike team. - AcceIerate reaction time.
This way.
- SpIatter gun to construction area. - Captain! I can't see, man!
I'm bIind as a bat!
Captain! Where are you?
Is that you? I can't see.
Where are you?
Niàno! Let's go. Come on.
- Shoot them, Zed. - Cannot lock on target.
Come on, bitch.
- Peekaboo. - Get that gun out of there.
- Get me out of here. - We're taking the express, come on.
Niàno!
- Where are they, Zed? - No visual recognition.
Move!
Brennick ...
You're going to pay, you bastard. Karen!
- Where is she? - You want to see your wife?
Operating room A.
You see, in this operation onIy the chiId survives.
ReIease me ... or she dies.
TeII them to stop.
Now!
Zed, cease deIivery.
l'm sorry, l do not recognize the command.
Zed ... pIease.
Men-Tel will not negotiate during a hostage situation.
We're going to the operating room. Come on!
l cannot allow you to put the Fortress in jeopardy.
What's going on, man?
You're trapped here, Brennick. The strike clones are on their way.
There is no escape.
Get me to the computer keyboard.
Big mama's running this show. She's the one we've got to fuck up.
Okay ...
AII right ... Here goes nothing.
A feedback virus.
Incapacitated.
Okay ...
HoIy Mary, mother of God!
We've got to move out. I'II meet you in transport, the way we came in.
- What's going on? - I don't know.
John!
- Karen! - I'm in here, John!
I'm in here, John!
Let her go.
- It's dead. - Move over.
Now the door. We've got to open the door.
There's got to be an emergency button, right?
- Jesus! My water's broken. - She's having the baby. PuII over.
- Not untiI we cross the border. - Baby, get back in there.
The contractions are coming cIoser. We've got to stop.
There's something over there.
- I'm never going to have this baby. - Yeah, right.
I'II be right back. I'm gonna Iook for a bIanket.
Brennick! Get out of there!
Crime does not pay.
Karen!