It IS light!
  — Joel, confused by the film's postulates

"He is the son of our leader. The high court will pardon him!" "Oh yeah, he's a Kennedy!"

The Movie


Alien beings who are the products of an oppressive dystopian society land on Earth. Among them is the uncommonly sensitive Derek. When conflict arises over the plan to colonize Earth with 'gargons' (their food source), Derek escapes to a nearby town and soon meets the friendly and trusting Betty Morgan.

Chaos ensues when Derek's hostile crewmate Thor follows him into town, leaving a trail of victims in his wake. Thor is seriously injured, and the gargon left behind by the other aliens starts to grow significantly. Derek eventually discovers that he is the son of his planet's ruler, and sacrifices himself to destroy the invasion fleet.


Teenagers from Outer Space

  • Although Warner Bros. distributed this film, it was not a Warner Bros. production. The studio needed a genre film to play as the second feature with the Godzilla sequel it was releasing under the title Gojira No Gyakushû (English title: Godzilla Raids Again) (1955) and bought this from producer Tom Graeff.
  • Tom Graeff wrote, produced, directed, edited, and acted in the movie. Contrary to popular belief, Tom Graeff’s stage name was not ‘David Love’ (the actor who played Derek) but rather ‘Tom Lockyear’ (who played Betty’s reporter friend Joe Rogers). Not much is known about actor Chuck Roberts (credited as 'David Love', who played Derek), but it IS known that he was Tom Graeff's lover at the time.
  • Robert King Moody (who plays the commanding officer from the ship) is probably best known for portraying Starker—the dim-witted assistant of Sigfried, the head of KAOS—on the 60s sitcom Get Smart.
  • The film's producers could not afford to construct a giant monster, so only its shadow is seen - cast (most likely) by a normal-sized lobster. The trim on the aliens' costumes is made from masking tape, and their space boots are men's dress shoes covered by socks. The ray gun prop was a Hubley's "Atomic Disintegrator" toy (original versions of which are quite valuable today).
  • The entire movie is an extra on the 2005 PS2 video game Destroy All Humans!. It becomes available once the main story campaign is completed.[1]
  • This is one of several MST3K movies which used Bronson Canyon as a filming location.
  • No relation to the anime-style role-playing game of the same name (which is instead a comedy about aliens enrolling their children in human high schools).
  • There is a website dedicated to the exploits of Tom Graeff and his under-appreciated magnum opus.
  • The aftermath of the movie's release is just as bizarre as its plot. Tom Graeff allotted $15,000 for his film's production that was provided by Bryan Grant (Thor) and his wife Ursula Pearson (Hilda). When the film flopped, Bryan Grant took Tom Graeff to court to demand reimbursement of what he invested in the film, which was $5,000. After the legal dispute dragged for a year, Grant received his money and both he and Graeff (who were good friends during the film's production) never spoke to each other again. Graeff would take his own life 11 years later after the film's release.
  • Was nominated in The Golden Turkey Awards series for Most Ridiculous Monster and Most Idiotic Ad Lines in Hollywood History (for, "HOODLUMS FROM ANOTHER WORLD ON A RAY-GUN RAMPAGE!"). It lost respectively to Robot Monster and Kwaheri.

The Episode

Host Segments

Resusci-Annie Dummy

Prologue: Joel conditions the Bots with electric shocks to stop them from making NBC Mystery Movie jokes every time they see a flashlight.

Segment One (Invention Exchange): Crow and Tom Servo did the invention this week, the Scratch-N-Sniff Report Card to take the edge off of bad grades by helping parents remember how rotten their days in school were; it comes in both public and private school versions. The Mads foresee ventriloquism as the wave of the future, and respond with the Resusci-Annie ventriloquist dummy, which works until Annie needs resuscitation.

Reel to Real

Segment Two: The SOL crew does a "Reel to Real" segment comparing events in the movie to what would really happen in real life. Joel carries the concept a bit far.

Segment Three: The crew jettisons snacks into space to reenact the feature presentation trailer from General Cinemas.

Segment Four: Crow speculates on the nature of space while Joel and Tom play "Red or Black", until Crow spots a Skull Cruiser! Joel and Tom don't believe him until it crashes into the ship. Alas, the inhabitant turns out to be kind of lame. Tom's Tri-Star Pegasus logo turns out to be a cow, but Joel thinks it's okay anyway.

Dr. Forrester's date with Resusci-Annie

Segment Five: The gang presents a fashion pageant combining everyday wear with duct tape! Crow calls it off when his pictures get a little risque. Letters are read. In Deep 13, Dr. Forrester's date with Resusci-Annie is going well.

Stinger: "The high court may well sentence you to TORCHA!"

MST3K cast


  • This was the first regular episode to feature the slate title card before the start of the Love Theme.
  • Mary Jo Pehl joined the writing staff with this episode.
  • Joel's season 2 teal jumpsuit makes its last non-opening credits appearance, modified with red duct tape as one of the outfits he wears in the fashion show.
  • This episode aired eleventh during Turkey Day '92, and fourth during Turkey Day '15.
  • Harvey B. Dunn, who plays Grandpa, also appeared in Bride of the Monster as the police Captain with the pet bird. He later appeared in The Sinister Urge as the concerned citizen.
  • When complaining about lame Hexfield Viewscreen guests, Crow mentions "that janitor" (the Custodian of the 7th Galaxy from Earth vs the Spider) and Servo recalls "that guy with the thick glasses" (Bruce from Daddy-O).


Obscure References

  • "It's a Devo hat!"

Joel's referring to the distinctive red, terraced hats worn by the new wave band Devo which are properly known as Energy Domes.

  • "Run, Toto, Run!" and "Auntie Em, Uncle Henry, and you were there..."

References to the film The Wizard of Oz.

  • "Bidi-bidi-bidi."

Often said by the robot character Twiki in the TV series Buck Rogers in the 25th Century.

  • "Oh, now Michael Jackson will want to keep him."

A reference of Michael Jackson's 1987 attempted purchase of the Elephant Man's bones.

  • "Ray Liotta?" "Ever since I was a kid, I wanted to be a spaceman."

A reference to the film Goodfellas, starring Ray Liotta.

  • "I see you have a machine that goes 'Ping'!"

A line from the film Monty Python's The Meaning of Life. ('The Miracle of Birth'; view scene here .)

  • "'A Separate Peace!'"

A reference to the novel by John Knowles.

  • "Thrive, Captain, Thrive!"

A parody of the Blues Image song "Ride Captain Ride".

  • "Mort Sahl?"

Mort Sahl is a political stand-up comedian known for wearing a rumpled sweater and bringing a newspaper on stage.

  • "I'm not dead yet, I'm getting better.", "Ah, Only a flesh wound!", and "What, behind the flying lobster?"

References to the film Monty Python and the Holy Grail.

  • "Paging Mister Herman."

A reference to the film Pee Wee's Big Adventure, starring Paul Reubens.

  • "Gee, Davey..."

A reference to the TV series Davey and Goliath.

  • "Excuse me, is that a Sansabelt jumpsuit?"

A reference to advertisements for Bugle Boy Jeans and also a reference to Sansabelt pants ('sans', French for 'without' + 'a belt').

  • "I'm looking for Sarah Connor."

A reference to the film The Terminator, starring Arnold Schwarzenegger.

  • "It's Vince Sutton! Sergeant Carter!"

The actor Vince Sutton played the irascible Sgt. Carter on the TV series Gomer Pyle, USMC. He had a crisp crew-cut hairstyle.

  • "This looks like a nice place to raise your kids up."

A reference to the Frank Zappa film 200 Motels.

  • "Why do you look like Hoyt Axton?!"

Hoyt Axton was a country singer and actor, best known to MiSTies for recording the theme song to Mitchell.

  • "Xanadu! Stately home of Charles Foster Kane! Cost... no one can say!" and "I'm Charles Foster Kane!!"

References to the film Citizen Kane, starring Orson Welles.

  • "It's the New Zoo Revue, comin' right at you..."

The theme song from the 1970s children's TV show New Zoo Revue.

  • "Earth girls are easy!"

The title of a 1988 film starring Jeff Goldblum and Geena Davis.

  • "I like you Gramps, that's why I kill you last."

A reference to the film Commando, starring Arnold Schwarzenegger.

  • "Uh, Miss Hathaway, Jethro wants to be a rock star."

Spoken in the manner of the banker Mr. Drysdale from the TV series The Beverly Hillbillies. Miss Hathaway was a his assistant, and Jethro was the dim-witted nephew of his wealthiest client.

  • "I'll be taking lunch, Hilga! I-hi-hi-hi!!"

A reference to the ghoulish host of the TV series Tales from the Crypt, the Cryptkeeper.

  • "Nobody expects the Spanish Inquisition!"

A famous sketch from the TV series Monty Python's Flying Circus.

  • "And that's the way it happened." "I'm Walter Cronkite."

A reference to news anchor Walter Cronkite, who was known for saying "...and that's the way it is" at the end of reports.

  • "Suddenly it's Carnival of Souls!"

Carnival of Souls was a 1962 horror film. It later became a Rifftrax presentation.

  • "Love is the drug for *him*!"

A reference to the Roxy Music song "Love is the Drug".

  • "Row! Row! Row your boat! C'mon sing! Sing dammit!"

Lines from Dirty Harry shouted to a bunch of school children by the psychotic Scorpio as he hijacks a school bus.

  • "Why do you seek the living among the dead?"

Passage from The Book of Luke spoken by the men who rolled away the stone to Jesus's tomb only to find his body missing believing he had risen.

  • "Oh, Grover's in there."

A reference to the Sesame Street character Grover.

  • "This is the most unsuccessful prison transfer since Dallas '63."

A reference to the assassination of Lee Harvey Oswald, who was shot and killed during a prisoner transfer.

  • "What is this? A Bergman film all of a sudden?"

The shot is similar to several in Wild Strawberries, a classic film directed by Ingmar Bergman.

  • "Ustu der hirdufund. De Düva...De Düva..."

Tom mutters this after Crow's "Bergman Film" line. The Dove (De Düva) is a 1968 satirical short done in Ingmar Bergman's stark and placid late 50's to early 60's style. All of the dialogue was performed in fake Swedish with enough English sounding words for the viewer to get the gist of the film.

  • "I am the Eggman / Goo goo g'joob"

A reference to the The Beatles song from "I Am the Walrus".

  • "I will pet him and keep him and call him George."

A line spoken by the Abominable Snowman in the 1961 Warner Bros. Looney Tunes cartoon The Abominable Snow Rabbit, which was based on the character of Lennie in John Steinbeck's novel Of Mice and Men.

  • "Shannon is gone, I heard / She’s drifting out to..."

A reference to the Henry Gross song "Shannon".

  • "It must be that nice Adam Rich boy, calling for his prescription again!"

Adam Rich, the youngest cast member from the TV series Eight Is Enough , was a frequent resident at drug rehab centers , having been through treatment on five occasions by 1991.

  • "Moses... Moses?"

A reference to the Burning bush in the 1956 film The Ten Commandments.

  • "Tom, is that you making that noise?"

Crow refers to the fact that in the original KTMA pilot, Tom Servo was known as "Beeper" and communicated through electronic beeps.

  • Lyrics from the random songs Joel and the bots sing at various points in the movie.
"It's a nice day for a White Wedding....A good day to start again...." - White Wedding by Billy Idol.
"She was a fast machine....she kept her motor clean...." - You Shook Me All Night Long by ACDC.
"Hot child in the city...looking good and feeling pretty..." - Slightly misquoting Hot Child in the City by Nick Gilder.
"Hot blooded...check it and see..." - Hot Blooded by Foreigner.
"Cause I'm a sex shooter...shootin' love in your direction..." - Sex Shooter by Apollonia 6.
"Snot is running down her nose..." - Aqualung by Jethro Tull.
"Picture yourself on a train in a station...rocking horse people eat marshmellow pies..." Lucy in the Sky with Diamonds by The Beatles.
"Don't ask me...don't give a stop is Vietnam" - Feel Like I'm Fixin' to Die by Country Joe McDonald.
Betty: "They're coming" Tom Servo: "To take me away. Ha! Ha!" - They're Coming to Take me Away. Ha! Ha! by Napoleon XIV

Video Release

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