repair truck out here.
Could that be to do with it?
She just needs something to help her
sleep. Tomorrow she'll be good as new.
I would suggest you get some sleep, too.
You've done everything you possibly can.
Can I give the Bellicecs a ride?
No, I'm not going back there.
- We'll just get a motel.
- You can stay here.
Thank you.
Come on.
I appreciate everything you've done,
David. Thank you.
- Get some sleep.
- Sure. See you.
Matthew. Matthew.
Matthew, they're growing.
They're everywhere!
Wake the others!
Elizabeth, wake up!
They're growing out of these pods.
- I'll get the police.
- Elizabeth, wake up.
They get you when you sleep. Sit up!
Elizabeth! Elizabeth, would you wake up?
Hello. Police.
Officer, I would like to report
four bodies in my backyard.
You OK?
- Wait there, Mr Bennell.
- How do you know my name?
Hang up, Matthew.
- I didn't tell you my name!
- Hang up.
- I didn't tell them my name!
- They're all a part of it.
They're all pods, all of them.
- Who are you calling?
- Washington.
The CIA? The FBl? They're pods already.
I've got a friend in the Justice Department.
I can dial direct.
- What are you gonna tell him?
- Oh, my God!
They grow out of those pods!
They cut our power.
Matthew, they're barricading the street.
No!
- What number are you calling from?
- Operator? I was dialling direct.
I'll try the number, Mr Bennell.
- They're coming up here.
- Hang up, Matthew.
Matthew, do you have a gun?
No.
- What are we gonna do?
- Out the back door.
Hurry up! Jack!
That way. Under the stairs.
Go on. I'll catch up with you.
Go on, keep on running! Don't stop!
Go on!
Quickly. Follow me.
We're being cornered!
Jesus!
Get down!
Matthew, keep them here
and I'll come back with help.
Jack.
- Jack!
- No, Nancy.
- No, Jack! Jack!
- Get down.
Here I am, you pod bastard!
Hey, pods!
Come and get me, you scum!
Wharf area is secure. Ten-four.
Suspects escaping. Suspects escaping.
Oh, yeah, showtime!
Yes, sir, you're walking the right way.
We got nude girls...
It's all going on right here.
It's all live, it's all naked, sir.
Guaranteed action here.
Guaranteed to make you
feel like a new man.
Come on back here! Come on back here!
D'you hear me? Come on back here!
This is it.
We got male and female love back here...
- Where to?
- The airport.
Pacific and Hyde. Pacific and Hyde.
6-10 proceeding south to airport,
carrying two passengers, type H.
- Repeat. Type H.
- 6-10, confirmed.
Some night, eh?
- Take 280 south on ramp.
- Yeah.
Type H unit established
in Financial and South ofMarket.
Repeat. Financial and South ofMarket.
Lombard on the Golden Gate.
Where are you heading?
I said. The airport.
No. I mean which airline.
- Market and 14th. Market and 14th.
- United.
You got business outta town?
No, we're not leaving. We're meeting
someone coming in from Boston.
All fares at North Beach, regroup.
Divisadero and Haight. Divisadero
and Haight. Divisadero and Haight.
What is it?
What's going on?
Oh, nothing.
Both of 'em.
- Harry, pooch, wake up!
- Look, there's a pod.
All those with families
in Berkeley, Oakland and Elizabeth.
Unit Seven, special assistance.
Could we have you
over by the Health Department?
Red city, please.
All with red city families.
Look at them!
Right out in the open.
That's how they do it.
That's how they spread it.
All those people are changed.
Unit Seven, special assistance.
Could we have you over
by the Health Department immediately?
Matthew, we'll never be able to stop them!
Yes, we will.
We can't!
Look it, they control the whole city.
We'll find a way somehow.
Oh, Matthew, I can't go on!
I wanna go to sleep.
I can't stay awake any more.
You have to.
You have to stay awake.
Would somebody in transportation
report to the Grove Street terminal?
Yup. Boccardo's pills.
He eats these like candy... or he used to.
Take some.
- What are they?
- Speed. It'll keep us awake.
- How many