"I hate this movie already."
  — Crow, ten seconds into the movie

The Movie


The high Priest (Jack Palance)

An adjunct professor, Tarl Cabot, and his colleague, Watney Smith, are teleported by the Home Stone to another planet/dimension, because The Elder, advisor to the affable, progressive King Marlenus of Koroba, fears that Xeno, the high Priest (Jack Palance), has eyes for the throne.

The Elder is mistaken, though; it's the sinister queen who craves the throne for herself in order to gain absolute power. Cabot cares nothing for palace intrigue, just for Princess Telena.

Outlaw of Gor

When Cabot shows up, it is apparent he is next in line for the throne, based on his romantic involvement with the princess. Watney is easily seduced by the queen to help frame Cabot for the murder after she commits regicide. She then promptly puts a sword through The Elder, schedules Princess Telena for eventual execution, and throws Watney in a dungeon. Cabot and his blond little-person friend escape into the desert.

A bounty hunter is dispatched to return Cabot - alive - to the queen. He must be handled with some discretion, as he is popular with the common people ("the people worship him!") and as such, a political threat to her. Cabot is also determined to end slavery on Koroba. Meanwhile there is escalating tension between Xeno and the queen on how certain things ought to be done.

Cabot survives, the queen is killed and a disoriented Watney Smith is returned to Earth.



  • This film is the sequel to the 1988 film Gor, and is more widely know by its alternate title, Outlaw of Gor. Both films are based (loosely) on the long-running but controversial (for its perceived misogynistic content) series of Gor novels by John Norman.
  • The main character's name "Cabot" is spoken more than 55 times in the opening 10 minutes alone, mostly by his friend Watney Smith.[1]
  • Filmed concurrently with Gor.
  • The final scene is shot in South Africa. The cars have the distinctive 'T' at the end of the license plates, indicating Transvaal (now Gauteng) Province. This places the filming somewhere in Johannesburg.
  • This was one of two Cannon Group films to be featured on the show, the other being Alien from L.A.

The Episode

Host Segments

Mike's Fabio Kit

Prologue: Mike and the bots are roughhousing on the SOL bridge. Gypsy warns them to stop, but they fail to heed her warnings and Servo ends up getting stuck on the ceiling.

Segment One (Invention Exchange): Servo recovers from the roughhousing. The Mads are really proud of their Really Real Time Machine. But it turns out the time machine is just a box where Dr. F and TV’s Frank can go change into period costumes. Mike, Tom, and Crow show off the results of their Fabio Kit. Gypsy laughs at them.

Segment Two: Mike and the bots look through a scrapbook of Mike’s stage career. He wore a sailor suit in every show he ever did, even when it was not necessary, or even inappropriate (such as in Oh! Calcutta!).

Mike & the Bots sing "Tubular Boobular Joy"

Segment Three: Inspired by all the exposed flesh in the movie Mike and the Bots sing the musical revue "Tubular Boobular Joy".

Segment Four: Mike, Crow, and Tom eagerly read excerpts from the book Palance on Palance, complete with appropriate voices.

Segment Five: Mike and the bots revisit the many buffalo shots from the movie. Back in Deep 13, the Mads are going through dances of the ages for no apparent reason.

Stinger: The Evil Queen tells Jack Palance, "Get out of here, you disGUSting WOORRRRRM!"

MST3K cast



Obscure References

  • "Big buttery slabs of Fabio!"

Fabio was a famous male model from the 1990s who made commercials for "I Can't Believe It's Not Butter."

  • "Even Janis Ian kneels at his altar."

Singer Janis Ian came out as a lesbian around the time this first aired.

  • "I crap bigger than this movie!"

A reference to a line delivered by Jack Palance, "I crap bigger than you!" in the movie City Slickers, which he delivered again when he accepted the Best Supporting Actor Oscar for that movie.  Billy Crystal was the host of the Oscars that year, and his character was the target of that line in the movie.

  • "It's Doc Savage!"

Doc Savage was a popular pulp-fiction hero of the 1930s.

  • "You know how to party huh?" "You just put your lips together and drink!"

Mike is parodying a famous line from the Humphrey Bogart movie To Have and Have Not. Actual line: "You know how to whistle don't you Steve? You just put your lips together and blow."

  • "I bought it off Pete Rose."

According to rumors, Pete Rose used his 1975 World Series Ring to cover his gambling debts to bookies.

  • "Hey, La Pieta!"

La Pieta is a sculpture by Michelangelo depicting the body of Jesus in the lap of his mother Mary.

  • So this is Bishop’s Cafeteria.

Bishop's Cafeteria (aka Bishop Buffet) was a chain of cafeteria style resturants that operated in the midwest. The first one opened in Waterloo in the 1920s. At its largest extent there were 38 locations, with a variety of owners (including K-Mart Corporation). In the 2000s the various survining Bishops closed, with the final location in Moline, Illinois closing in 2012.

  • "Sand Nazis. I hate these guys."

Allusion to Indiana Jones and the Last Crusade.

  • "Wouldn't it be great if you were stuck in another dimension with an annoying guy and he brought beer?"

A paraphrase-parody of Keystone Beer commercials from the 1990s.

  • "I'm confident! I'm secure!" [as the bad guys run down the sand dune, waving their arms over their heads]

Commercials for Sure Deodorant in the 1980s promised that Sure would make you "confident, dry and secure." The tagline was "Raise your hand if you're sure!"

  • "Don't crush that dwarf, hand me those pliers!"

The title of a record by the Firesign Theatre.

  • Queen: "What do you have to say for yourself?"
    Orst: "I'm not dead yet."
    Crow (as Orst): "I'm feeling better."

Reference to a Monty Python and the Holy Grail "Bring out your dead" sketch.

  • "He's got Jennifer Beals' shirt on."

Jennifer Beals played the main character in the movie Flashdance, famous for pairing oversized, ripped sweatshirts with tights and leg-warmers.

  • "Camille Paglia and Susan Faludi: The Final Conflict!"

Camille Paglia and Susan Faludi are well-known feminist writers from the 1990s. The Final Conflict] was the third and final movie in the Omen series

  • "In the desert, you don't remember your name..."

A reference to the 1972 hit song "A Horse With No Name" by America.

  • "Do I look like Greg Norman?"

Greg Norman is an Australian professional golfer.


MST3K 519 Promos

  • "I came here to kick ass and chew bubblegum, and I'm all out of ass!"

Paraphrased allusion to the 1988 movie They Live.

  • "Bob-Ah Fett!"

Crow incorrectly pronounces the name of Star Wars bounty hunter and fan favorite Boba Fett.

  • "A whole chapter on Tango & Cash!"

Tango & Cash was a 1989 action film starring Sylvester Stallone and Kurt Russell, with Jack Palance and Robert Z'Dar playing villains.

  • "Hurry up everyone! Don McLean is on!"

Don McLean is a folk-rock singer and songwriter best known for his 1971 hit song American Pie.

  • "It's good to be the king!"

Line from the 1981 Mel Brooks comedy anthology film History of the World, Part 1.

  • "No... Faces of Death, actually."

Faces of Death is an infamous exploitation film consisting of supposedly authentic footage of people being killed.


  • Screened at several colleges before broadcast in the Free Cheese tour. [1]
  • This episode was the first one shown during Turkey Day '15.

Video releases