Stuart Gordon

An escaped mental patient poses as retired dentist Dr. Caine in Paradise town. His new life seems perfect until jealousy over his landlord Jamie triggers his murderous urges, just as figures from his past arrive. Dr. Feinstone, the murdering dentist from the original movie, has escaped from the mental hospital where he has been since being caught. Hoping to resume a normal life, he makes his way to a quiet Midwestern town under a false name and takes on the responsibilities of the town dentist Things are starting to look up for Feinstone, until the day when he catches his new love in the arms of someone else. Just as in the first movie, this sends him back over the edge and into another homicidal rampage, with his unfortunate patients bearing the brunt of his hostility. —Jean-Marc Rocher <rocher@fiberbit.net>

Dr. Alan Feinstone has everything. A beautiful wife, a nice house, a job as a dentist, a popular reputation and is obsessed with order and cleanliness. However, everything changes, on the day of his wedding anniversary; he spies his wife Brooke having sex with their muscular poolman, Matt. Feinstone waits for them to finish, retrieves his handgun (a .380 Walther PPK) and then follows Matt in his car. He is led to Paula Roberts's house, a friend of Brooke's. Hiding the gun behind his back, he quickly makes up a story about inviting Paula to a surprise party for Brooke. He then sneaks into her backyard in time to see Paula invite Matt inside. Paula's dog, a rottweiler, emerges from the yard and attacks Feinstone. He shoots the dog through the head in self defense and proceeds to drive to work. At his dental practice, Feinstone's first patient of the day is young Jody Sanders, there for his very first dental appointment. Feinstone begins to clean Jody's teeth. Everything goes smoothly at first, until he imagines that Jody's teeth are brown and rotten. His dental pick slips, stabbing Jody in the gums. Jody's mother picks up her crying, bleeding child and leaves angrily. As Feinstone sees his second patient, beauty queen April Reign, Detective Gibbs investigates the death of Paula's dog. He suspects the perpetrator was the burglar who has been robbing houses in the neighborhood, though that criminal has never used a gun before. Alone with April, Feinstone sedates her with nitrous oxide so that he can fill a cavity in one of her molars. As she drifts off into unconsciousness, Feinstone imagines that she has transformed into his wife. He begins kissing and fondling his "wife" on the dental chair, then begins to choke her. April starts to cough and half-wakes up from the gas. Feinstone snaps out of his trance and quickly re-buttons April's blouse and finishes removing her pantyhose. Hiding the pantyhose behind a counter, Feinstone helps the still-coughing April into the arms of her manager, Steve Landers (Mark Ruffalo). He leads them out claiming April is dizzy from the nitrous oxide. Steve returns a few minutes later and furiously punches Feinstone hard in the mouth presumably after what April told Steve about her encounter with Feinstone. He leaves angrily, threatening a lawsuit for sexual and physical assault on his way out. Feinstone decides to end the day early and sends his staff and patients home. Especially disappointed is Sarah, a teenager who desperately wants to get her braces removed. Candy, Feinstone's friendly office manager, tells her that she'll have to wait until tomorrow. Later that night, Brooke meets Feinstone at his practice. He reveals his new Italian opera-themed patient room. He encourages Brooke to try out the room's dental chair and clean her teeth. When she does, Feinstone binds her to the chair with a scarf and sedates her with nitrous oxide. With operatic music blaring in the background, he begins to pull out Brooke's teeth and cuts out her tongue. Investigating the burglaries, Detective Gibbs and his partner Detective Sunshine arrive at Feinstone's door the next morning to ask him some questions. As they speak, Brooke is still alive, but sedated as she lies on a pool chair with a bikini on to distract Matt in the backyard while Matt cleans the pool with a scoop. Just as the policemen leave, Matt finds what seems to be a severed tongue in his net. He lifts Brooke's hat from her face to alert her of this discovery. She moans, reaches for him and displays her mutilated mouth; all her teeth are missing and her tongue is completely cut. Feinstone emerges from the house with a kitchen knife and stabs Matt to death. Waiting for Feinstone when he arrives at his practice are Sarah and Paula. Feinstone sees Paula first, much to Sarah's disappointment. When Paula's conversation turns to how good a job Matt does for her, Feinstone asks for a dental drill and begins overly-aggressively drilling her tooth. As her tooth is destroyed, his assistant, Jessica, questions what he is doing. Feinstone snaps out of his trance and asks Jessica to finish up. Instead, Jessica whispers to Paula to leave. When Feinstone discovers that Paula has left, he fires Jessica on the spot. She pulls out April's pantyhose from the previous day and threatens to expose Feinstone. Grabbing the hose from her hands, Feinstone wraps them around Jessica's neck and strangles her to death. At the police station, Detective Sunshine discovers that the bullet pulled from Paula's dog's murder scene only matches one gun in the area: the Walther PPK owned by Feinstone. He and Detective Gibbs drive to the Feinstone house to question him further. Near the pool, they discover Matt's body. They quickly break into the house and find the mutilated Brooke, tied to the bed but still alive. Meanwhile, IRS agent Marvin Goldblum, using Feinstone's tax problems as leverage, extorts a free dental exam and tries to extort a payoff from the doctor. This does not go over well with Feinstone. He inserts a retractor into Marvin's mouth and cracks his jaw wide open. He then uses a dental drill to slice into Marvin's tongue. Later, Feinstone's other assistant, Karen, finds Marvin still in the dental chair. The doctor grabs her and inserts a needle full of air into her jugular. The air bubble travels into her brain and kills her. As the flirtatious Candy leaves for lunch with dental equipment salesman Matthew Zeigler, Sarah finally gets called back to have her braces removed. Feinstone removes them and shows Sarah her smile in the mirror. As with Jody, he imagines her teeth brown and rotting. He pulls out his gun and aims it at her forehead. Sarah slams the exam light into Feinstone's head and escapes. She hides in one of the dental rooms, where Sarah finds the blood-soaked Marvin, who attacks Feinstone, giving Sarah enough time to escape, but Feinstone recaptures her. Hysterical, Sarah promises to brush her teeth three times a day and to never eat candy. This satisfies the doctor and he leaves. The two detectives arrive, but they are too late. They follow him to a university where the doctor teaches dentistry classes. There, Feinstone at gunpoint manically instructs all of his students to pull all of the teeth out of all their patients. His vision warps again and he sees all of the people he has mostly killed or mutilated over the past few days, including Matt. He shoots Matt, who turns out to be a dental student. The detectives burst into the room, but Feinstone uses a hostage to escape. Eventually, he wanders into an auditorium where an opera singer is practicing. Enchanted, he watches her from behind. When he reaches out to touch her, she transforms into Brooke, who laughs at Feinstone. Defeated, he gets on his knees and is arrested by the detectives. In the final scene, we see Feinstone in a psychiatric hospital. He is carted off to his regular dental appointment, when his toothless wife Brooke begins to work violently on his mouth.

Marti Malone (Gabrielle Anwar) is a teenager alienated from her newly remarried father, an agent from the Environmental Protection Agency (Terry Kinney) and her new stepmother (Meg Tilly), and her 10-year-old brother Andy. Marti's father has been assigned to this remote military base on an assignment to check for contaminates which may be the cause of a recent outburst of mass hysteria on the base. Before arriving, the family stops at a rural gas station where Marti encounters a wild-eyed serviceman who tells her that "they are everywhere." When Marti runs to tell her father, the serviceman is gone. Upon arrival, Marti attempts to fit in with her new enviroment, hanging around with the base commander's rebellious daughter, and by flirting with a handsome attack helicopter pilot, Tim Young (Wirth). While examining a soil specimen, Marti's father is approached by a man named Major Collins (Forrest Whitaker), who asks him about psychological effects particularly narcophobia (the fear of sleep), saying that many people on the base are now frightened of sleep and are paranoid and suspicious. Marti's father doesn't take the Major very seriously. He is forced to take it seriously, however after extremely high levels of toxicity and mutant plant life are discovered on the base. That night, Marti Malone's step-brother approaches his sleeping mother, but she crumbles to dust as her soulless and egotistical pod double exits from the closet. Donning a nightgown, the pod-woman engages in an attempt to convince her husband that the pod invasion is a good thing, claiming it will cause the death of confusion and anger. She also claims that there's no place at all to go, as the invasion is not an isolated incident. He is almost shocked and saddened into compliance, but Marti and her step-brother arrive and drag her father out the door. His pod-wife dashes to the door and emits a shrill and mechanical scream that alerts her comrades to the danger of a human being. For the rest of the movie, Marti and her father and Andy are chased across the base by the taken over soldiers and civilians on the base, where they encounter a few remaining humans who join them and are also are chased by the pods. Searchlights go on, and the pod clones swarm over the base. Hiding Marti and Andy in a warehouse filled with barrels of poisonous waste, Marti's father promises to find help. He sneaks up to the window of Major Collins' office and enters by smashing a window. Inside, he finds the hysterical Major attempting to call for help, but gets blocked on the other end of the line by the bureaucratic pod-people. At first, he suspects Marti's father of being a pod-man, but when he realizes he isn't, he explains while wolfing down sleep-prevention pills that it is too late for running; all they can do is fight. Their conversation is interrupted by the arrival of the fearsome pod-people, led by the base commander. Marti's father hides. Instead of shooting all of the pod-people with his gun, the Major allows them to try to convince him that the individual is never important, and that only mindlessness and heartlessness can solve problems. He shoots himself rather than live in such a world. Marti's father returns to Marti and Andy, and asks them to follow him, claiming to have found a way out. They drive aimlessly through the military base, as loudspeakers shout out instructions for spreading the invasion by carrying out pods in trucks. Frightened by all this, Marti asks her father where exactly they're going. He never gives her a straight answer, instead replying. "I know what I'm doing. Don't worry...I know exactly what I'm doing." Realizing that her father was "podded" while he was away, she swerves the car to the side and tries to escape with her brother, but her father tries to keep her in the van. Adding to all this is the helicopter pilot, Tim Young, who still hasn't figured out what has been going on, stepping onto the scene, and Marti takes his gun and shoots her pod-father dead. The pilot is horrified to see him shrink into a mass of seething and bloody goo. Marti, Tim, and Andy hide out in a nearby hanger where Tim tells them that it's too dangerous to be spotted in the open, so he'll go alone. As soon as he goes in, he is approached by the Pod-people, and pretends to be a pod-man, and although the pod-people suspect strongly that he's a human, they can't find any evidence and let him go. While he's starting up the helicopter, several of the pod-people approach Marti and Andy. Tim sees this from the air and follows them to a building on the base where humans are being duplicated. Tim lands the helicopter and enters the building to look for Marti, and finds her, nearly taken over by her pod clone on the bed next to her. Tim manages to revive her before the transformation is complete. Marti and Tim leave the building, pretending to be emotionless so they can get to Tim's helicopter to escape. However, they are spotted and confronted by the commander's daughter, whom gets suspicious and tells Marti that she saw Andy somewhere, and when Marti reacts, the game is up. Marti and Tim are forced to run to the helicopter and are joined at the last minute by Andy who runs up to them. However after taking off, Any attacks Tim, and Marti is forced to throw her taken-over brother out of the helicopter to his death on the ground far below. At dawn, Marti and Tim return to the military base and attack with with rockets and bombs from the helicopter's armaments, and destroy the pod-making facility and most of the pods and their clones with it. The final scene has Marti and Tim flying away in their helicopter and landing at a military base near the city of Atlanta where the ending of the film is an ambiguous one, quoting Marti's infected stepmother earlier in the film, suggesting that the phenomenon has already spread far beyond the army base, and nowhere, or nobody, is really safe: "Where are you gonna go, where are you gonna run, where are you gonna hide? Nowhere... 'cause there's no one like you left." The End