01x01 - The Pilot

[bunniefuu]

-♪ [EERIE MUSIC PLAYING] ♪
-[DISTORTED VOICES LAUGHING]

VOICES: [OVERLAPPING]
Trouble! Trouble! Trouble!

Trouble! Trouble!
Trouble! Trouble! Trouble!

[PROJECTOR HUMMING LOUDLY]

-♪ [MUSIC BUILDS, FADES] ♪
-[DISTORTED VOICES CHANTING]

-TOWNSPEOPLE:
[REPEATING] Trouble!
-Mothers of River City,

heed that warning
before it's too late.

Watch for the tell-tale signs
of corruption.

The minute your son
leaves the house,

does he re-buckle
his knickerbockers

below the knee?

Is there a nicotine stain
on his index finger?

A dime-novel hidden
in the corncrib?

Is he starting to memorize jokes
from Captain Billy's Whiz Bang?

Are certain words

creeping into his conversation?

-[LIPS SUCKING]
-ROBERT PRESTON:
[AS HAROLD HILL] Words like...

like "swell"?

TOWNSPEOPLE: Trouble!

ROBERT: A-ha,
and "so's your old man."

-TOWNSPEOPLE: Trouble!
-ROBERT: If so, my friends...

-♪ ["YA GOT TROUBLE" PLAYING] ♪
-ROBERT: You got trouble...

-♪ Oh we got trouble ♪
-Shh!

♪ Right here in River City ♪

♪ With a capital T
And that rhymes with P ♪

-♪ And that stands for "pool" ♪
-♪ That stands for "pool" ♪

-♪ We've surely got trouble ♪
-♪ We've surely got trouble ♪

-♪ Right here in River City ♪
-♪ Right here ♪

♪ Remember the Maine ♪

♪ Plymouth Rock
And the Golden Rule ♪

♪ Our children's children
Gonna have trouble... ♪

USHER: [WHISPERING]
Psst. Kid, get over here.

Kid, get over here. Now.

-♪ [SINGING CONTINUES] ♪
-USHER: Get over here. Hey!

♪ Oh, yes we got trouble
Trouble, trouble ♪

♪ Oh yes, we got trouble here
We got big, big trouble ♪

-♪ With a T ♪
-♪ With a capital T... ♪

♪ [SONG FADES] ♪

[RUNNING FOOTSTEPS]

HANK GROGAN:
Cal, what's going on?

CAL: It's the Clements boy
again, Hank.

Third time this week
I've caught him

sneaking in for a freebie.

Hmm. Leave him be. You ever see
that boy's damn family?

Pity is not gonna keep
the lights on, Hank.

Hmm.

Uh, Ronnie.

You, um, you see a boy running
around here about your age?

[SMACKS LIPS] Yeah, Pops.

He went that way.

[DOOR OPENING, CLOSING]

♪ [SOMBER MUSIC PLAYING] ♪

Come on. Back to work.

Music Man, directed by?

-RONNIE GROGAN: Morton DaCosta.
-HANK: Hmm. [CHUCKLES]

First film was?

Personal favorite
of your nana's.

-RONNIE: Auntie Mame!
-HANK: Ooh! That's my girl.

Hey!

♪ [TENSE MUSIC PLAYING] ♪

[CAR ENGINE RUMBLING]

[MATTY CLEMENTS PANTS]

Next time,
I'm calling the police!

You hear me, kid?

I mean it!

-[TRACKS RATTLING]
-♪ [MUSIC SWELLS, CONCLUDES] ♪

[LIPS SUCKING]

♪ [MELANCHOLIC MUSIC PLAYING] ♪

[ENGINE RUMBLES]

[SUCKING]

-♪ [MUSIC FADES] ♪
-[BRAKES SQUEALING]

[SIGHS]

♪ [SOFT JAZZ MUSIC PLAYING
OVER CAR RADIO] ♪

You all right, young man?

-[TREMBLING] Yes.
-Look at you, you poor thing.

Get in before you catch
your death of cold.

Thank you.

[MATTY EXHALES SHAKILY]

Wrap yourself in this, dear.
You must be freezing.

[SOFTLY] Thank you.

Now, you just tell us
where home is,

and we'll get you back
to your parents

safe and sound, okay?

[BREATHES DEEPLY]

Anywhere but Derry.

Well, we're headed to Portland,

so you hitched the right ride.
[CHUCKLES SOFTLY]

[ENGINE RUMBLES]

RADIO ANNOUNCER:
WNXE News Radio.

It's the top of the hour.

Here are tonight's top stories.
Fresh reports tonight

out of Moscow of more
underground nuclear tests.

Experts now warn
the resulting radiation

poses a global risk
with potential consequences

ranging from cancer
to genetic mutations

resulting in highly

-unusual birth defects...
-[BREATHES SHAKILY]

Dad, can we put
something else on?

This stuff gives me the willies.

Willies? W-I-L--

Ray, not now.

-♪ [SOFT MUSIC PLAYING] ♪
-He's going through a phase.
He spells everything.

-L-I-E-S.
-That's right.

Why don't you show
our new friend

what a good
little speller you are?

Spell "bungalow."

B-U-N-G-A-L-O-W.

MOTHER: Spell "symphony."

RAY: S-Y-M-P-H-O-N-Y.

-MOTHER: Spell "fuchsia."
-[FLY BUZZING]

-RAY: F-U-C-H-S-I-A.
-[DAUGHTER SNIFFS]

FATHER:
Now, that's a ten-dollar word.

[MOTHER CHUCKLES]

Spell "trouble."

T-R-U...

-T-R-O-A...
-♪ [EERIE MUSIC PLAYING] ♪

-RAY: T-R-U...
-Ugh!

-♪ [MUSIC STOPS ABRUPTLY] ♪
-T-R-O-U-B-L-E, you idiot!

-Be nice, Arlene.
-I am nice!

[QUIETLY] When I wanna be.

There goes my little harlot.

Couldn't glue those legs
together if you tried,

-I tell ya.
-[PARENTS CHUCKLE]

-Reminds me of her mother.
-[LAUGHS]

[FAMILY LAUGHING]

-[LAUGHTER FADES]
-♪ [SINISTER MUSIC PLAYING] ♪

I... I thought you said
we were headed to Portland.

MOTHER: Spell "vasectomy," baby.

Can you use that in a sentence?

MOTHER:
Your father got a vasectomy

right after
he impregnated me again.

[PARENTS CHUCKLE]

V-A-S-E...

Can you pull over, please?

-RAY: ...C-T-O-M-Y.
-♪ [MUSIC GROWS LOUDER] ♪

-Necrosis.
-RAY: N-E-C-R-O-S-I-S.

"Kidnapping."

-[RAY SPELLING]
-There's a gas station up ahead,

-and I have to pee.
-"Maggots."

If we could just pull over,
even for a second.

-...G-O-T-S.
-MOTHER: "Cadaver."

-RAY: C-A-D-A-V-E-R.
-"Strangulation."

No, no! Please, no!

-♪ [MUSIC INTENSIFIES] ♪
-[BREATHES SHAKILY]

-[DOOR RATTLING]
-RAY: ...L-A-T-I-O-N.

-Let me out!
-"Out." O-U-T!

-Let me out!
-FAMILY: O-U-T! O-U-T!

-O-U-T!
-[GRUNTS]

-FAMILY: O-U-T.
-Let me out!

FAMILY: [CONTINUES CHANTING]
O-U-T.

-O-U-T. O-U-T.
-[TIRES SCREECH]

I'll handle the driving, son.

-RAY: O-U--
-[YELPS, GROANS]

-[WHIMPERS]
-[GROANS, EXHALES]

FAMILY: [QUIETLY]
O-U-T. O-U-T. O-U-T.

[STOMACH GURGLING]

Looks like somebody
else wants to get... O-U-T.

-FAMILY: O-U-T! O-U-T! O-U-T!
-♪ [OMINOUS MUSIC PLAYING] ♪

-[SCREAMS]
-FAMILY: O-U-T! O-U-T!

-O-U-T! O-U-T!
-[GRUNTS, SCREAMS]

-FAMILY: O-U-T! O-U-T!
-[MOTHER SCREAMS, GRUNTS]

-FAMILY: O-U-T! O-U-T!
-[SCREAMS]

FAMILY: O-U-T! O-U-T!

-♪ [DRAMATIC STING] ♪
-O-U-T!

FAMILY: O-U-T!

-[SCREAMS, GRUNTS]
-[CRACKLING]

-[SCREAMS]
-FAMILY: O-U-T! O-U-T! O-U-T!

-[FLESH TEARING, SQUELCHING]
-FAMILY: O-U-T! O-U-T! O-U-T!

-FAMILY: O-U-T! O-U-T!
-[SCREAMS]

[CRACKLING CONTINUES]

-[BLOOD GUSHING]
-FAMILY: O-U-T! O-U-T!

O-U-T! O-U-T!

-O-U-T! O-U-T!
-[SCREAMS]

♪ [MUSIC CONCLUDES] ♪

[BREATHES HEAVILY]

[GUTTURAL COOING]

[BABY COOS, SNARLS]

-Aw.
-[GROWLING CRY]

He's beautiful, dear.

Isn't he, though?

-[BABY SNARLS]
-♪ [SINISTER MUSIC PLAYING] ♪

[GUTTURAL CRYING]

-[BABY COOS]
-♪ [MUSIC BUILDS] ♪

-[BABY COOS]
-MOTHER: Come here. [CHUCKLES]

-♪ [MUSIC FADES] ♪
-[BABY SNARLS]

MOTHER: Come meet your family,
sweetheart.

[CHUCKLES]

-[MUTANT BABY SCREECHES]
-♪ [MUSIC SWELLS, FADES] ♪

♪ [RADIO CONTINUES PLAYING] ♪

[BREATHING HEAVILY, GASPING]

-[SQUELCHING]
-[THUD]

[MUTANT BABY GROWLS]

[GASPS]

[MUTANT BABY SNARLING SOFTLY]

-[SCREECHES]
-♪ [DRAMATIC MUSIC PLAYING] ♪

[FAMILY LAUGHING MANICALLY]

[MUTANT BABY SCREECHING]

[MATTY SCREAMS]

[SCREAMS]

[FAMILY CONTINUES LAUGHING]

[GRUNTS]

[MUTANT BABY SCREECHING]

-[CHILDREN GIGGLING]
-[MUTANT BABY SCREECHING]

[FAMILY CONTINUES LAUGHING]

MOTHER: Look at my baby!

[FAMILY LAUGHING]

[LAUGHTER STOPS]

[SNARLS]

[TIRES SCREECH]

♪ [MUSIC BUILDS] ♪

[LOUD SCREECHING]

-[GLASS CLINKING]
-♪ [EERIE MUSIC PLAYING] ♪

[DISTORTED WHISPERS]

[WHISPERS CONTINUE]

♪ [DISTORTED
SINISTER MUSIC PLAYING] ♪

♪ [MUSIC BUILDS] ♪

♪ [MUSIC INTENSIFIES] ♪

-♪ [MUSIC CONCLUDES] ♪
-[AIRPLANE ENGINES RUMBLING]

-[SEAGULLS SQUAWKING]
-♪ [GENTLE MUSIC PLAYING] ♪

Oh, sh*t!

-[ENGINES RUMBLING]
-♪ [THRILLING MUSIC PLAYING] ♪

♪ [MUSIC CONCLUDES] ♪

-PAULY RUSSO: Derry, huh?
-[INDISTINCT CHATTER]

PAULY: I bet there's
zero nightclubs in this town.

Probably not one decent
Chinese restaurant.

Come on, Pauly. [SIGHS]
We survived Korea.

Pretty sure we can survive this.

Yeah, speak for yourself.

Major Hanlon, Captain Russo.

I'm Colonel Fuller,
General Shaw's XO.

He asked that I greet
you airmen personally.

How was the flight up?

-Smooth.
-A little bumpy.

[INDISTINCT ANNOUCEMENT OVER PA]

Excellent, gentlemen.
This way, please.

♪ [DARING MUSIC PLAYING] ♪

FULLER:
Your skills and experience

will be put to good use
here, Major.

DAFB is one of only six
SAC bases in the entire country.

Now, it might seem
somewhat remote,

but make no mistake.

As the northernmost continental
United States Air Force base,

we are the tip of the spear.

Soviet airspace is a brisk
seven-hour flight that way.

Straight over the Arctic Ocean
and on till morning.

In other words,
when the nuclear sh*t

hits the fan,
we'll be the first call.

If. If the nuclear sh*t
hits the fan.

I'm a bit of an optimist.

Yeah, I'm not.

♪ [DARING MUSIC CONTINUES] ♪

Uh, sir, what's that over there?

That's Special Projects.

Sounds, uh, sounds special.

I understand you're only living
on base temporarily, Major.

Uh, yes, sir.

Renting a house in town,
just waiting for everything

to get all set up.
Should be finished by the time

my family gets here.

What, you don't want 'em
to live near Uncle Pauly?

-[LEROY CHUCKLES]
-Thought I was family, huh?

Eight years living on base,
I just think my missus is ready

for a little taste of normal.

Well, if normal
is what you're after,

you two are going to love Derry.

♪ ["DREAMER"
BY JOYCE HARRIS PLAYING] ♪

[LIVELY CHATTER AND LAUGHTER]

♪ Dreamer, I'm just a dreamer ♪

-[SCHOOL BELL RINGING]
-♪ Some say ♪

♪ I'm just wasting time ♪

-[LOCKERS SLAMMING SHUT]
-♪ [SONG BECOMES MUFFLED] ♪

[SLAMMING CONTINUES]

-[GASPS]
-[STUDENTS GASP, EXCLAIM]

[STUDENTS SNICKERING]

[STUDENTS LAUGHING, MURMURING]

Hey, Lills, you okay?
[SIGHS] Jeez, I'm sorry.

It's a bunch of f*cking cretins,
that's what they are.

I'm fine.

Guess I'll just stink
like pickle juice until dinner.

-Well, if you ask me...
-[LOCKER DOOR SLAMS]

...you smell delicious.

MASCOT: Bert the Turtle says,
"Duck and Cover!"

So, my aunt said we can come
on any weekend we want
this summer.

Oh, swell.

My cousin Ray said
they have a bunch of parties

at the beach that are crazy.

They're supposed
to be the ginchiest.

What? What are you looking at?

My eyes? [SIGHS]

These new glasses
make them look huge, don't they?

That optometrist is a sadist.

No. No, Marge,
your eyes are fine.

-Sincerely.
-You have to promise me,

because I'm not going
through the rest of the year

looking like
some bug-eyed freak.

It's hard enough to get
Joey Navinsky to notice me

-as it is.
-PHIL: I mean, obviously,

we're not alone
in the universe, right?

-[FOOT BANGS ON LOCKER]
-Did...

Did Loony Lilly Bainbridge
just check us out?

What?

I don't know. My point is,

what if the atomic age
changed everything

and now we're a threat,

which is why visitors
from the red planet

-are already here, secretly?
-In Derry?

Maybe that's what's going
on over that air base.

Maybe they've got one
of these things, like, on ice

that they're experimenting with.

You've been sitting too close
to the TV again, haven't you?

My dad says those cathode rays
will shrink your ba*ls, man.

I saw seven C-133's land there
in less than 48 hours.

Big, fat Cargomasters. Why?

What are they carrying?
Think about it.

You didn't study for the test
at all, did you?

What's the point
when World w*r III is imminent?

Duck and cover, Teds.
Duck and cover.

[SCHOOL BELL RINGING]

RADIO DJ: So, to keep
you groovy kids grooving,

here's Hasil Adkins
with "Chicken Walk."

♪ ["CHICKEN WALK"
BY HASIL ADKINS
PLAYING OVER SPEAKER] ♪

[BUZZER BLARING IN DISTANCE]

AIRMAN 1:
These are your men, Major.

LEROY HANLON: Thank you, airman.

Afternoon, airmen.

Fall in!

Masters!

-♪ [SONG STOPS] ♪
-AIRMAN 2: Look alive, men.
Major on deck.

Ten-hut!

[DISTANT CHATTER]

O'DONNELL: Major Hanlon,
we've been expecting you.

It's an honor, sir.
I'm First Airman O'Donnell.

This is the rest
of 70th Squadron's MX.

First Airman Colton,
Allard and Donahue,

Staff Sergeant Ricciardi,

and Airman
Second Class Masters, sir.

Airman Masters.

Now, I am your superior
commissioned officer,

so I expect to be accorded
the respect of said rank.

Do I make myself clear?

I'll get you next time, brother.

SHAW: Do we have a problem here?

O'DONNELL: Ten-hut!

No, sir, General Shaw.

Remind me, Colonel.

What's the penalty
for a Code 89 violation?

FULLER: Court martial, sir.

So, I ask you once again,
do we have a problem?

-Walk with me, Major.
-Yes, sir.

I apologize.

Not quite the welcome wagon
we intended.

Why don't you swing
by my office tomorrow

around 1500 hours?
Get properly acquainted.

Yes, sir. I'll be there.

♪ [EERIE MUSIC PLAYING] ♪

SHAW:
Take me back to the Q, airman.

[JEEP DOOR OPENS, CLOSES]

[ENGINE REVS]

♪ [MUSIC FADES] ♪

So, you're sucking up
already, huh?

[INSECTS CHIRPING]

Why do they make
brassieres so pointy?

I mean,
boobs aren't that pointy.

Are we supposed to believe

that under a sweater is just
two pointy cones?

Are pointy cones better?

Teds, Miss Johanssen is about
to take her bra off.

Her boobs are gonna be out.

What are you doing?

Homework, do you mind?

Oh, here we go.

Ladies and gentlemen,
we have lift-off.

Bet you five bucks
those aren't pointy cones.

[CAT MEOWS]

[CAT MEOWING]

-[THUD]
-[GROANS]

Damn it!
f*cking Scotty did it again.

Right, so where were we?

So, what we've got
is pretty good so far.

I was just thinking that, like,
I know you're the story guy,

but when he comes to Earth...

-[TOY CHIRPS]
-...it could just be, like,

k*lling people,

tearing guys' dicks off
with his tentacles,

or slurping their brains out
through a straw?

TEDDY URIS: Mm-hmm.

Or I could shove a grenade
up your a*s and blow you up.

What's wrong, Teddy?

Today was four months.

Four months to the day
since... since Matty.

Oh.

Yeah, man. So messed up.

Anyway, uh, I'll keep working
on the illustrations.

I'm trying to talk about Matty.

What's talking about it
gonna do,

bring him back to life?

-♪ [SUSPENSEFUL MUSIC PLAYING] ♪
-They never even found a body.

Don't start this again.

That usually means
he's a runaway.

He could have ran away.

-And why would he run away?
-Gee, I don't know.

Maybe because he had
just about no friends

in the whole wide world,

and the only ones he did have
had to be paid

-to go to his birthday.
-We weren't paid.

-Candy isn't money, Teddy.
-Same thing.

His mom offered us
that candy fair and square.

We were doing her a favor,
a good deed.

We didn't even know
it was his birthday.

Look, whatever happened to Matty

wasn't because we forgot
his stupid birthday, okay?

♪ [MUSIC BUILDS] ♪

-[TEDDY GRUNTS]
-♪ [MUSIC STOPS] ♪

None of this is our fault!

And whether you accept it
or not,

-Matty's dea...
-[DOOR OPENS, CLOSES]

♪ [SOFT INTRIGUING
MUSIC PLAYING] ♪

♪ [MUSIC BRIGHTENS] ♪

♪ [MUSIC FADES] ♪

[FAUCET CREAKS]

Ow!

♪ [SOFT INTRIGUING
MUSIC PLAYING] ♪

[RUMBLING WHOOSH]

LILLY BAINBRIDGE: Matty,
where are we going?

MATTY: Trust me.

Just one more flight.

♪ [INTRIGUING MUSIC CONTINUES] ♪

[INSECTS CHIRPING]

MATTY: It's closed
to the public.

Has been for years.

But Phil and Teddy
tried sneaking in one day.

They found out the caretaker
doesn't bother locking

the joint up anymore.
You believe that?

-[FIGURINE THUDS]
-MATTY: So...

we turned it into a sort
of secret hangout.

LILLY:
The view is beautiful up here.

[WIND WHISTLING]

-♪ [MUSIC FADES] ♪
-[DOG BARKING IN DISTANCE]

Aw, nuts.
I always get rocket ship.

Um, I got turtle. Trade you?

Sure. Turtles are lucky.

MATTY: Hey, uh...

don't tell the guys
I brought you here.

Phil and Teddy, I mean.

We're not supposed
to bring guests

without checking in
with each other first.

It's not because
I'm Loony Lilly Bainbridge?

[HESITATES] You're not loony.
Not to me.

What happened that day?
With your dad.

[SIGHS]

S-- Sorry... Sorry,
I shouldn't have...

My mom and I went
to pick up my dad.

He worked at the jarring plant
out on Willoughby.

-You know, pickles and stuff.
-♪ [SOMBER MUSIC PLAYING] ♪

LILLY:
We were leaving the factory
when I realized

I'd forgotten something inside.

This... This mood ring

I just bought
at the five-and-dime.

It was just a cheap,
stupid toy, but--

but he went back to get it.

[VOICE TREMBLING]
And I don't know-- I don't know,

one of the machines jammed up.

It wasn't even his station,
but-- but my dad...

he always wanted to help.

[SOBS]

They said
he climbed into the gears.

-[ALARM ECHOING]
-[MACHINERY RATTLING]

LILLY: I guess he thought
he'd k*lled the power, but...

when the foreman realized
it was on another station,

-it was too late.
-[SHRIEKING SCREAMS ECHOING]

If I hadn't made him go back...

You couldn't have known.

It was just a terrible accident.

[FIREWORKS BURSTING]

♪ [MUSIC FADES] ♪

[FIREWORKS WHISTLING]

♪ [CROWD SINGING
"AULD LANG SYNE" IN DISTANCE] ♪

Happy New Year.

Thanks for letting me
talk about it.

No one else does.

Not Marge. Or the Pattycakes.

You're not like those girls.

Starting to realize that.

For better or for worse,
I guess.

For better.

♪ [TENDER MUSIC PLAYING] ♪

♪ [MUSIC TURNS SOMBER] ♪

I-- I-- I'm sorry.
That... That was stupid.

No, it's okay.

It's just that we're friends.

MATTY:
It-- It-- It's fine, really.

It is.
I should head back anyway.

If my pop catches me out of bed
at this hour, he'll...

[INHALES, SIGHS]

I didn't mean it like that.

I gotta go. [SIGHS]

Matty, wait!

[RUMBLING WHOOSH]

♪ [PENSIVE MUSIC CONTINUES] ♪

[WATER TRICKLING]

♪ [MUSIC FADES] ♪

-[KNOCKING ON DOOR]
-TERRI BAINBRIDGE: Lilly.

Don't forget to lay your clothes
out for tomorrow morning.

Remember?

We're going to visit
your father at the cemetery.

If it's all the same,
I don't think I'm gonna go.

It's been a year.

You haven't visited
his grave even once.

I know. I'm just...

not ready.

You're not the only person
to have something awful

happen to them.

The sooner you realize that,
the better.

Don't forget
to take your medication.

[DOOR CREAKS, CLOSES]

[WATER TRICKLING]

[MUFFLED VOICE
SPEAKING INDISTINCTLY]

[FAUCER SQUEAKING]

KID'S VOICE: [MUFFLED]
Friends, the idle brain
is the devil's playground.

-♪ [EERIE MUSIC PLAYING] ♪
-KID'S VOICE: Shameless music
that'll grab your son

and your daughter with the arms
of a jungle animal instinct.

Mass'steria!

[CLEARLY] Oh, we got trouble.
Right here in River City.

Trouble! Trouble!
Trouble! Trouble!

Trouble! Trouble!
Trouble! Trouble! Trouble!

Matty, is that you?

Where are you?

[WATER GURGLING]

[VOICE TREMBLING] Matty,
if it's you, if you can hear me,

just come home, all right?
Just please come home.

MATTY: He won't let me!

-[SCREAMS]
-♪ [MUSIC INTENSIFIES] ♪

[BREATHES HEAVILY]

♪ [MUSIC CONCLUDES] ♪

Matty Clements speaking to you
through the pipes?

Just forget it.

And seeing as how you barely
said one word to this kid

when he was alive,
why is it that he's reaching out

to you from beyond the grave?

[LIVELY CHATTER AND LAUGHTER]

-Hi, Patty. [CHUCKLES]
-Hi, Margie.

Just a sec.

-[WHISPERS] Come here.
-LILLY: What are you doing?

What are you doing?

Making sure none of her friends
hear you talking like this

because what you're saying
is crazy.

And I don't mean
to use that word.

-I don't--
-I know what I heard.

[EXHALES] Listen to me.

We've only got
two more months till summer.

Let's just get through them
without giving everyone

something new
to whisper about you.

About me or about us?

[SCOFFS]

What's that supposed to mean?

[LOUD FART]

It wasn't me.

Are you worried about
what people will think of me

or what Patty and all of them
will think of you because of me?

Jesus, Lill,
I'm trying to be your friend,

but sometimes
you make it really hard.

♪ [PENSIVE MUSIC PLAYING] ♪

PHIL: That's my point, Teds.

There has to be a reason
why men have n*pples.

-Think about it.
-♪ [MUSIC FADES] ♪

TEDDY: Maybe it's like
when we used to have tails

and gills
and we just evolved out of it.

PHIL: Or it's nature's way
of telling us

that we're second in line
to feed our babies

should anything happen to women.

Like aliens taking them back
to their world.

When that day comes,

you and I are gonna be
breastfeeding like crazy.

[TIRES SCREECH]

[BIRDS CHIRPING]

What are you doing here?

And, uh, how much of that
did you hear?

I need to talk to you guys.

[WHISPERING]
Talk to us? About what?

About how they found
her dad's body parts

in pickle jars all over Maine?

That's bullshit.
It-- it never happened.

He swore he'd keep
his mouth shut.

We only brought him here,
like, one time.

One time?
Weren't you guys best friends?

It's complicated.

Okay, so you're positive
it was Matty, right?

It was his voice, I'm sure.

I don't know
what it means. I just...

I thought if anyone would care,

if anyone would believe me,
it'd be you guys.

Don't tell me you're buying
into this c*ck-a-doodle story.

You mean c*ck?

It's both of those things. Okay?
This story's insane.

Look who it's coming from.

I know. It sounds impossible,
but maybe it's just improbable.

Teddy, for this to be true,
Matty would have
to still be alive.

And he'd have to know
where every single one

of Derry's pipes start and end.

And the exact time that Lilly
was about to take a bath.

And how to aim his voice
down a certain pipe

so he could stick
his little finger up there

and wave hello to her.

Phil, you've explained
one hundred ways

how aliens have come to Earth.

Tracking our smells,
pretending to be dogs,

-probing our an*s.
-"Ani."

You've "proven"
all of that to me,

yet you can't just believe

that Matty is trying
to get in contact

with someone he actually knows?

So, you do believe me?

Look...

Lilly, I want to. I'm trying to.

There's plenty
of unbelievable things out there

that people believe,
and I'm sure some of them
are true.

I'm just not so sure
about this one.

I can't believe
you gave her your soda.

♪ [INTRIGUING MUSIC PLAYING] ♪

♪ [MUSIC FADES] ♪

[KNOCKING ON DOOR]

[TELEPHONE RINGING]

Come on in, Major.

I wanted you to know
that Masters

is gonna spend the week
on latrine duty.

And a citation is going
on his permanent flight record.

I won't stand for that kind
of horseshit on my base.

To less horseshit.

[GLASSES CLINK]

[LEROY GULPS]

I understand you served
under General Abbott in Korea.

As he tells it, you, Major,

are about the bravest,
damn pilot he's ever met.

You flew a B-29 up MiG Alley
into the teeth

of Soviet anti-aircraft fire
at Sui-h*...

and made it back in one piece.

Almost one piece, sir.

And to be frank, I don't
much like to talk about it.

Your injury?

Korea, sir.

And why is that?

[SIGHS] Because we didn't finish
the job.

Well, that's why we transferred
you up here, Major.

To test our new B-52,
and if necessary,

fly it straight
into the heart of the enemy.

Finish what you started.

-[GLASS THUDS]
-Why the Air Force?

I was raised on a farm.

We had a family friend
that would come twice a month

to dust the fields.
So, my father,

he wanted me to tag along.
And I...

I just took to it, you know?

-[BOTTLE CAP CLINKS]
-How about you, sir?

My dad.

♪ [SOMBER MUSIC PLAYING] ♪

Army man.

Fought
in every American conflict

from the Indian Wars
to the Philippines...

‘til they shoved him
behind a desk.

Only thing he loved more
than his country was his family.

Told me the proudest moment
of his life

was when I signed up
to be a Doughboy.

I can only imagine your father
felt the same way.

Oh, he was proud, all right.

[CHUCKLES] He used to always
say there's nothing wrong

with this country
that can't be fixed

by what's right
with this country.

I aim to prove him right, sir.

[MATCH CRACKLES, FIZZES]

♪ [MUSIC FADES] ♪

Mm. [SPEAKS YIDDISH]

[MRS. URIS RESPONDS IN YIDDISH]

[SAYING PRAYER IN YIDDISH]

ALL: Amen.

[SAYING PRAYER IN YIDDISH]

ALL: Amen.

My son, the bar mitzvah boy.

How's the haftarah
studying coming?

Hmm, taste's good.

Something the matter, Theodore?

Can I ask you a weird question?

Sure.

Do you think somebody
could kidnap a kid

and keep him underground?

[SPEAKS YIDDISH]

-Underground?
-What is wrong with you?

Yeah, just keep him there,
in the sewers for months

and months, hurting him or...

I don't know.

Have you ever heard
of something like that?

Your grandparents
escaped Buchenwald.

Their entire families m*rder*d.

The skin of Jewish prisoners...

used for lampshades.

What?

RABBI URIS: Lampshades.

♪ [TENSE MUSIC PLAYING] ♪

[SIGHS] We are Jews, Theodore.

We know better than anyone
the real horrors of this world.

[BREATHING HEAVILY]

Reality is terrifying enough
as it is.

Cut it out with the fantasy.

[COMIC BOOK FLUTTERS, THUDS]

[CRICKETS CHIRPING]

[LIGHT BUZZING FAINTLY]

[LIGHT CLICKS]

[LIGHT BUZZES, CLICKS]

[LIGHT FIZZES, CLICKS]

♪ [DISCORDANT MUSIC PLAYING] ♪

[MUFFLED VOICES MUMBLING]

[SCREAMS]

[VOICES MOANING, MUMBLING]

[LIGHT FIZZING]

[VOICES CONTINUE
MOANING, MUMBLING]

♪ [MUSIC FADES] ♪

-[LIGHT FIZZING]
-[BREATHES SHAKILY]

♪ [DISCORDANT MUSIC RESUMES] ♪

[VOICES CONTINUE
MOANING, MUMBLING]

[TORTURED SCREAM]

[TEDDY SCREAMS]

-[SCREAM STOPS]
-♪ [MUSIC BUILDS] ♪

♪ [MUSIC CONCLUDES] ♪

[TEDDY BREATHING HEAVILY]

I can't believe we're related.

♪ [EERIE MUSIC PLAYING] ♪

[SIGHS]

♪ [HAUNTING MUSIC PLAYING] ♪

♪ [MUSIC BUILDS] ♪

♪ [MUSIC CONCLUDES] ♪

I'm next, right?

[RETCHES]

-So, now you believe me.
-Listen, Lilly,

I've known this guy
since first grade.

And I know when he's lying,

and he is not lying
about this lampshade sh*t.

We have to tell someone.

-No one's gonna believe us.
-What if we go to our parents?

If I tell anyone
about all of this,

I'll wind up right back
at Juniper Hill.

Maybe you guys will be
in there with me.

I can't go
to the loony bin, Teddy.

I couldn't make it
through g*dd*mn sleepaway camp.

[PANTS] Okay.

We don't tell anyone...

until we figure out
what really happened to Matty.

[RETCHES, BREATHES HEAVILY]

And how do we do that?

I think I might know
where to start.

♪ [OMINOUS MUSIC PLAYING] ♪

♪ [MUSIC FADES] ♪

[READER CRANK RATTLING]

You see anything?

Teddy, did you know
that there are more than

a hundred books in this library?

No way. More than a hundred?

SUSIE: And did you know
that some of them have pictures

but most of them don't
have pictures?

What is she doing here?

My folks couldn't find
a sitter, okay?

SUSIE: And did you know
that when you take out a book,

you have to sign your name?
I can sign mine in cursive.

Miss Carmel says
I have the best handwriting

in the class.

-Phil.
-[SIGHS]

Hey, uh, Suze, I need
a really good handwriter

to help me with finding a book.

It's called
Bucket Full of Muffins.

I'll do it.

She'll never find it.

♪ [INTRIGUING MUSIC PLAYING] ♪

LILLY: [GASPS]
Wait, there it is.

They thought it could be
a runaway initially,

but when he never turned up
anywhere else,

they presumed homicide.

That means m*rder.

LILLY: They thought
it could have been Matty's dad.

Could have been a dr*fter,
but they never found anyone.

TEDDY:
" According to police sources,

the boy was last seen
the night of January 4th

at the Capitol Theater
by the daughter

of a theater employee,

an unidentified


♪ [MUSIC BUILDS] ♪

Who's that?

♪ [MUSIC CONCLUDES] ♪

-Matty Clements?
-[BABY CRYING IN DISTANCE]

[SCOFFS] Jesus Christ,
get the hell out of here!

-Get out!
-[DOGS BARKING IN DISTANCE]

What? What did we say?

Do you know how many times
the police came round

about that boy?
Trying to fix it on my pops?

Did your newspaper article
mention anything about that?

I-- I really only skimmed, so...

Just leave!

Can we go get a shake now?

PHIL: See, I told you guys
this was a bad idea,

chasing a song you heard
in the f*cking sewers.

♪ [UNSETTLING MUSIC PLAYING] ♪

What did you say?

It was a song.

I heard Matty singing it
a couple nights back.

From the drainpipe in my tub.

You heard him too?

I don't know if it was Matty,
but I did hear voices...

in the basement of the Capitol,
in the pipes.

Kids laughing, crying,
calling my name.

[EERIE VOICES WHISPERING]

[BREATHES DEEPLY]
What song was he singing?

♪ [MUSIC BUILDS] ♪

-♪ [MUSIC CALMS] ♪
-[CRICKETS CHIRPING]

♪ [MUSIC CONCLUDES] ♪

[LIGHT CLICKS]

[GRUNTS]

-[WIND WHISTLING]
-[BLINDS RATTLE]

♪ [EERIE MUSIC PLAYING] ♪

♪ [MUSIC FADES] ♪

[LEROY EXHALES]

[VOICE BREATHING HEAVILY]

[FOOTSTEPS APPROACHING]

[HEAVY BREATHING CONTINUES]

[BREATHING GROWS LOUDER]

♪ [HAUNTING MUSIC PLAYING] ♪

[GASPS, GRUNTS]

-[GRUNTING]
-♪ [TENSE MUSIC PLAYING] ♪

[GROANS]

♪ [MUSIC FADES] ♪

INTRUDER 1: [MUFFLED]
The new B-52. G-class.

They transferred you up here
to fly it.

If you wanna walk
out of here alive,

you're gonna give us the specs.

Speed, range, flight ceiling,
payload, arms, everything.

-Understand?
-[BREATHES HEAVILY]

I'd understand you better
if you took off that mask.

INTRUDER 1: The specs. Now.

It's classified.

-[INTRUDER 2 GRUNTS]
-[LEROY GROANS]

[g*n c*ck, ECHOES]

[HEARTBEAT THUMPING]

INTRUDER 1:
This isn't a f*cking game.

The specs, or I pull the trigger
on the count of three.

One.

♪ [SUSPENSEFUL MUSIC PLAYING] ♪

-[THUMPING CONTINUES]
-[INTRUDER 2 CHUCKLES]

INTRUDER 1: Two.

You're gonna have
to pull that trigger.

[BANGING ON DOOR]

PAULY: Leroy!
Yo, Lee, what's going on?

-Lee, open the door!
-♪ [MUSIC INTENSIFIES] ♪

[INTRUDER 1 GROANS]

-[LEROY GRUNTS, GROANS]
-[BANGING ON DOOR]

PAULY: Open the door! Yo, Lee,
what's going on in there?

-Open the door!
-[GRUNTS]

PAULY: Lee,
open the f*cking door!

-[GRUNTS]
-[INTRUDER GROANS]

-[PAULY GRUNTS]
-[LEROY GROANS]

[GRUNTING]

[THUD]

[PAULY GROANS]

PAULY: Get the f*ck out of here!

-♪ [MUSIC CONCLUDES] ♪
-Yeah, that's what I thought.

-[METAL ROD CLANGS]
-[BOTH BREATHING HEAVILY]

Saved your a*s again.

-[PANTING] f*ck you, Pauly.
-Who the f*ck were those guys?

I don't know. [SPITS]

Oh, Jesus Christ.

[GROANS]

How's my hair?

It's still greasy.

-[LAUGHS]
-[CHUCKLES]

♪ [INTRIGUING MUSIC PLAYING] ♪

So, where the hell are we going?

RONNIE: You want me to tell you
or you want me to show you?

PHIL: Tell.
One hundred percent tell.

RONNIE:
The song Matty was singing comes
from the movie The Music Man.

We should have another print
up in the storage room.

PHIL: And why do we wanna watch
this stupid thing?

-[KEYS JINGLING]
-I hate musicals.

Because maybe Matty was trying
to tell us something.

[DOOR RATTLES]

[DOOR BANGS SHUT]

♪ [INTRIGUING MUSIC CONTINUES] ♪

SUZIE: Holy crap,
it's dark in here.

PHIL: Guys, isn't-- isn't this
breaking and entering?

TEDDY: We didn't break anything.
It's just entering.

-Don't be such a baby.
-LILLY: Guys, stop.

Let's just sit.

[FILM REEL RATTLING]

Just a second!

-Loading up The Music Man!
-♪ [MUSIC FADES] ♪

[LILLY BREATHES SHAKILY,
SNIFFLES]

Teds, is that you?

-SUSIE: Is he crying?
-[HESITATES] What? No.

Shut up, you guys.

Lilly, are you okay?

Yeah. No, I'm fine. I'm just...

[INHALES SHARPLY]

...thinking about Matty
and what happened,

and what I could have
done different, and...

Well, he needed me.

♪ [MELANCHOLIC MUSIC PLAYING] ♪

And instead,
I just sent him away.

Then he was gone.

[SOBS]

What we did was worse.

Maybe if we'd been there
like we said we would

at his birthday, maybe...
maybe things would be different.

It's nobody's fault, okay?
[BREATHES DEEPLY]

Teds, it's not your fault.

Lilly,
it isn't your fault either.

We're here now.
That's what matters.

So just stop it, okay?

-[SOBS SHAKILY]
-Are you crying?

What? No, I'm not crying.

-Nobody's crying.
-[PROJECTOR WHIRRING]

ROBERT: ♪ ...with Sen-Sen
One fine night ♪

♪ They leave the pool hall ♪

♪ Heading for the dance
At the Arm'ry ♪

♪ Libertine men
And scarlet women ♪

♪ And ragtime
Shameless music... ♪

-[PROJECTOR RATTLING]
-ROBERT: ♪ With the arms ♪

♪ Of a jungle animal instinct,
mass'steria! ♪

♪ Friends, the idle brain
Is the devil's playground ♪

-♪ Trouble ♪
-♪ Oh, we got trouble ♪

♪ Right here in River City ♪

♪ With a capital T
And that rhymes with P ♪

-♪ And that stands for "pool" ♪
-♪ That stands for "pool" ♪

-♪ We've surely got trouble ♪
-♪ We've surely got trouble ♪

It's the song.

-That's the song I heard.
-♪ Figure out a way ♪

♪ To keep the young ones
Moral after school ♪

♪ Our children's children
Gonna have trouble ♪

♪ Trouble, trouble, trouble ♪

♪ Mothers of River City ♪

♪ Heed that warning
Before it's too late... ♪

[PROJECTOR RATTLING]

ROBERT: ♪ Creeping
Into his conversation ♪

-♪ Words like ♪
-♪ Trouble, trouble, trouble ♪

-♪ Like "swell"? ♪
-♪ Trouble, trouble, trouble ♪

♪ A-ha,
and "so's your old man"? ♪

♪ Trouble, trouble, trouble ♪

♪ If so my friends,
You got trouble ♪

♪ Oh, we got trouble ♪

♪ Right here in River City ♪

♪ With a capital T
And that rhymes with... ♪

-♪ [EERIE MUSIC PLAYING] ♪
-Matty?

-♪ We've surely got trouble ♪
-♪ We've surely got trouble... ♪

♪ [MUSIC TURNS OMINOUS] ♪

Wait, what? What's going on?

How is he in the g*dd*mn movie?

What's happening?
How is this possible?

-Can he see us?
-PHIL: Matty!

-LILLY: Is he listening?
-PHIL: Matty!

Matty, we're over here! Matty!

-LILLY: Matty!
-TEDDY: Hey!

-Follow our voices!
-PHIL: Matty! Wait.

-Yes! Come on, Matty!
-Yes! Yes, Matty, that's it!

-TEDDY: Follow our voices!
-We're right here! Keep going!

-Matty, yes!
-[OVERLAPPING SHOUTING]

-PHIL: Yes, that's right! Yes!
-[INDISTINCT SHOUTING]

Matty, come on!

Lilly? Teddy?

-Yeah, it's us!
-Come on!

Matty, come on,
we're gonna get you out!

No, you won't.

You're the reason I'm in here.

'Cause you lied.

-[BABY CRYING]
-♪ [MUSIC BUILDS] ♪

'Cause you weren't there.

[WHISPERING] What's happening?

[BABY CONTINUES CRYING]

[VOICES ON SCREEN DISTORTING]

♪ [SINISTER MUSIC PLAYING] ♪

[DISTORTED VOICES
SPEAKING ON SCREEN]

♪ [MUSIC BUILDS] ♪

[BABY COOS, CRIES]

[MUTANT BABY GROWLING]

[ALL SCREAM]

[MUTANT BABY SCREECHING]

RONNIE: What the hell is that?

[SCREECHES]

-[GROWLING]
-[LOUD THUD]

[ALL BREATHING SHAKILY]

[WARBLING HUM]

-Where did it go?
-What the f*ck is that thing?

PHIL: I told you weird sh*t
was going on

over at that airbase!

They made a giant,
f*cking mutant baby!

♪ [INTENSE EERIE
MUSIC PLAYING] ♪

[SUSIE WHIMPERS]

♪ [MUSIC BUILDS] ♪

♪ [MUSIC STOPS] ♪

[SCREECHES]

[ALL SCREAM]

[SNARLS, GROWLS]

[SCREAMS] Come on, Susie!

Go, go, go! Susie, come on! Run!

-[SCREECHES]
-[ALL SCREAM]

-[SUSIE SCREAMS]
-PHIL: Guys, come on!

-[MUTANT BABY GROWLS]
-[BREATHING SHAKILY]

[HEARTBEAT THUMPING FAST]

-[MUTANT BABY SHRIEKS]
-[TEDDY SCREAMS]

[SCREAMS]

[TEDDY SCREAMING]

[SCREAMS]

[TEDDY SCREAMS]

[FLESH TEARING, SQUELCHING]

[LILLY SCREAMS]

-[THUD]
-[SCREAMS]

-♪ [MENACING MUSIC PLAYING] ♪
-[BODY THUDDING]

[RONNIE SCREAMS]

[PHIL YELLS, SCREAMS]

[SCREAMS]

No! No!

[MUTANT SCREECHING]

Susie!

-[MUTANT HOWLS]
-Lilly!

[WHIMPERING] Come on!

[SCREAMS]

[WHIMPERS] Here you go.

[GRUNTING]

Give me your hand.

♪ [MUSIC BUILDS] ♪

-♪ [MUSIC SETTLES] ♪
-[LILLY GRUNTS]

[SHRIEKING GROWL]

-[SCREAMS]
-[SNARLS, SCREECHES]

♪ [INTENSE MUSIC PLAYING] ♪

-[BREATHES HEAVILY]
-♪ [MUSIC CONCLUDES] ♪

-♪ [DRAMATIC STING] ♪
-♪ [OMINOUS MUSIC PLAYING] ♪

[GASPS] Lilly! Lilly!

Lilly! [GRUNTS]

[PANTING] Lilly! What happened?

-[SOBBING] They're all gone.
-No. [BREATHES SHAKILY]

[MUTANT SCREECHES]

[MUTANT SNARLING]

-[SCREECHES]
-♪ [DRAMATIC MUSIC PLAYING] ♪

[BOTH SCREAM]

-[PANTS]
-[SOBS, PANTS]

What do you mean
they're all gone?

-[SOBS] What happened?
-[SOBS, PANTS]

[WHIMPERS]

-[SHRIEKS]
-♪ ["LOLITA YA YA"
BY NELSON RIDDLE PLAYING] ♪

♪ Wow, wow, ya, ya
Wow, wow, ya, ya ♪

♪ Wow, ya, ya, ya ♪

♪ Ya, ya, wow, wow, ya, ya ♪

♪ Wow, wow, ya, ya ♪

♪ Ya, ya ♪

♪ Ya, ya ♪

♪ Wow, wow, ya, ya ♪

♪ Wow, wow, ya, ya ♪

♪ Ya, ya! ♪

♪ Ya, ya ♪

♪ Wow, wow, ya, ya ♪

♪ Wow, wow, ya, ya ♪

♪ Wow, wow, ya, ya ♪

♪ Ya, ya ♪

♪ Wow, wow, ya, ya ♪

♪ Wow, wow, ya, ya ♪

♪ Ya, ya! ♪

♪ Ya, ya ♪

♪ Wow, wow, ya, ya ♪

♪ Wow, wow, ya, ya ♪

♪ Wow, ya, ya, ya! ♪

♪ [SONG CONCLUDES] ♪