The characters, plotlines, quotes, etc. included here are owned by Chris Carter and 1013 Productions, all rights reserved. The following transcript is in no way a substitute for the show "The X Files" and is merely meant as a homage. This transcript is not authorized or endorsed by Chris Carter, 1013 Productions, or Fox Entertainment. It was painstakingly typed out by Vic Vega and made available for your personal enjoyment by me, DrWeesh from my website, The X Files Transcripts Archive


(An exterminator, Doctor Bugger, pulls a cockroach off the wall and looks at it, the flashlight illuminating both it and his face.)

BUGGER: Behold the mighty cockroach. Believed to have originated in the Surilian period over three-hundred and fifty million years ago. They can be found in every part of the world from the tropics to the arctic. There exists four-thousand known species... and in a year, a single female can produce over half a million descendants.

(He smiles, laughing a little to himself.)

Radiation doesn't kill them. By evolutionary standards, they are nearly flawless creatures but creatures nevertheless. Possessing only a simple nervous system, their behavior is dictated solely by responses to environmental stimuli. Unlike us, they are incapable of thought, of... self-illumination.

(He reaches up and turns on the light.)

Compared to the roach, we are gods... and must therefore act accordingly.

(He drops the roach and steps on it, then looks up at Doctor Eckerle.)

JEFF ECKERLE: Is it true if you decapitate them, they continue to live, eventually dying of starvation?

BUGGER: Look, buddy, I just kill them.

(He puts the flashlight back into his case and walks over to the center of the room, carrying a large canister of insecticide.)

JEFF ECKERLE: Well, that's why I called you. I, I thought that nowadays, you froze the insects to death.

BUGGER: Freeze them? Where's the fun in that?

(He starts to spray the bottoms of the walls and corners with the pesticide.)

No, we got a new pesticide that works like a fungus. It not only kills the infected roach, but that roach then spreads the disease to every other roach he comes into contact with.

(Eckerle starts to undo the top button on his shirt nervously.)

JEFF ECKERLE: Well, just as long as you, uh, get rid of them. Bugs... I don't know. They drive me crazy.

(He walks up the stairs and out of the basement. Bugger looks up and sees a cockroach sitting on a cabinet.)

BUGGER: Why, you arrogant little...

(He sprays it, but the bug seems unaffected. Bugger knocks it off with the tip of the hose and steps on it. The cockroach chirps and Bugger winces in pain. As he lifts his foot, the cockroach crawls away. Bugger gags and chokes, holding his neck. He leans up against the wall, which also has a few cockroaches on it. Back pressed against the wall, moaning and groaning in pain, cockroaches pour out of a hole in the wall and swarm over it. He starts to let out short screams as Eckerle walks back down the stairs.)

JEFF ECKERLE: I forgot to tell you, I also found a roach on the...

(He stops short, seeing Bugger on the floor on his hands and knees, covered in cockroaches, gasping and panting. Bugger stops moving as Eckerle looks on in horror. Elsewhere, crickets chirp under a clear night sky. Mulder sits in his car, looking up at the stars. A white cockroach jumps on his windshield and Mulder turns on the wiper, brushing it off. The phone rings and he takes it out.)



MULDER: Mulder.

SCULLY: Mulder, where have you been? I've been trying to reach you all day.

MULDER: Oh, my apartment complex was being fumigated so I thought I'd get away for the weekend. I came up to Massachusetts.

(Cut to Scully, who is cleaning her gun with a washcloth at the kitchen table.)

SCULLY: Visiting your mother?

MULDER: No, just, uh... sitting and thinking.

(Cut back to Scully.)

Widespread accounts of unidentified colored lights hovering in the skies were reported last night.

(Cut to Mulder.)

Look, Scully, I know it's not your inclination but... did you ever look up into the night sky and feel certain that... not only was something up there but... it was looking down on you at that exact same moment and was just as curious about you as you are about it?

(Cut to Scully, who unscrews a screwdriver and looks at it.)

SCULLY: Mulder, I think the only thing more fortuitous than the emergence of life on this planet is that, through purely random laws of biological evolution, an intelligence as complex as ours ever emanated from it.

(She screws the screwdriver together.)

Uh, the, the very idea...

(Cut to Mulder.)

...of intelligent alien life is not only...

(Cut back to Scully.)

...astronomically improbable but at it's most basic level, downright anti-Darwinian.

MULDER: Scully... what are you wearing?

(She laughs. Cut back to Mulder.)

I understand what you're saying, but I, I, I just need to keep looking.

(Cut to Scully.)

SCULLY: Yeah, well, don't look too hard. You might not like what you find.

(She sprays some polish on a fork. Cut to Mulder, who turns on the wipers, brushing off another bug that landed on his windshield.)

MULDER: Isn't that what, uh, Doctor Zaius said to Charlton Heston at the end of "Planet of the Apes?"

(Cut to Scully. She is polishing the fork.)

SCULLY: And look what happened.

(Cut to Mulder, who smiles. Headlights shine brightly in his face. Cut to Scully.)

MULDER: Scully, I got to go.

SCULLY: Wait... Mulder, what's going on?

(She hears a click, then a dialtone.)


(She hangs up the phone. Cut back to Mulder. Sheriff Frass approaches his car and looks inside.)

FRASS: How you doing?

(Mulder nods.)

What are you doing?

MULDER: Just sitting, thinking.

FRASS: Sitting and thinking?

(Mulder nods.)

And talking on the phone? Who with, your drug dealer?

(Mulder laughs.)

Let me see some I.D.

(Mulder reaches into his pocket and hands him his badge.)

The bureau? You on a case?

MULDER: I heard reports of several UFO sightings in this area last night. You see anything?

FRASS: No, sir, not personally. But we did receive a lot of telephone calls.

MULDER: Any more calls tonight?

FRASS: No, sir. The F.B.I. keeps tabs on these things?


(Frass stands, but looks back in.)

FRASS: Excuse me, sir, I don't like to pry, but why are you sitting here with your wiper blades on?

MULDER: Oh, I was just knocking off some bugs that landed on my...

(Frass grabs his gun in panic. Mulder looks at him strangely.)

Landed on my windshield.

FRASS: Cockroaches?

MULDER: Maybe, maybe beetles. I dunno, I'm not really good with bugs.

WOMAN ON APB WIRE: ...send dispatch unit, over.

(Frass looks over to his car, then motions for Mulder to wait a second and goes to his car. As the woman continues to talk, Frass gets in his car and pulls up to Mulder's window, handing back his badge.)

FRASS: Sorry to disturb you, sir.

MULDER: What's the matter?

FRASS: Another roach attack.

(He drives off. Cut to Scully, who is sitting in front of her television set, eating a salad. The phone rings and she picks up.)

SCULLY: Hello?

(Cut to Mulder in Doctor Eckerle's basement, kneeling over Bugger's body.)

MULDER: I think you better get up here.

SCULLY: What is it?

MULDER: It appears that cockroaches are mortally attacking people.

(Cut back to Scully.)

SCULLY: I'm not going to ask you if you just said what I think you just said because I know it's what you just said.

(Cut to Mulder. Doctor Newton is next to Mulder, wearing rubber gloves.)

MULDER: I'm crouching over a bug exterminator whose recently deceased body was discovered with cockroaches crawling all over him. The local sheriff says that two other bodies were found in the same condition this afternoon.

(Cut to Scully.)

SCULLY: Where are you again?

MULDER: Miller's Grove.

(Cut back to Mulder. Doctor Eckerle and Frass are also on the scene.)

It has a large science constituency. The other incidents involved a molecular biologist and an astrophysicist and the witness to this case is an alternative fuel researcher. These reports are not coming from yahoos out in the boondock.

JEFF ECKERLE: The image of those cockroaches has been permanently imprinted onto my brain.

(He takes off his glasses and rubs his forehead.)

I see them every time I close my eyes.

FRASS: Try not to close your eyes.

(Eckerle looks at him.)

JEFF ECKERLE: How am I going to sleep? And where?

(He puts his glasses on.)

I'm certainly not spending the night here.

FRASS: Maybe you could get a motel room or something.

(Cut to Scully.)

SCULLY: Were there insect bites on the body?

(Cut to Mulder, who looks at Newton.)

MULDER: Insect bites?



(Cut to Scully.)

SCULLY: 'Cause you know, Mulder, millions of people are actually allergic to cockroaches. There have been reported cases of fatal reactions. It's called, uh, anaphylactic shock.

(Cut to Mulder.)

MULDER: Anaphylactic shock?

(Cut back to Scully.)

SCULLY: Mm-hmm. Many such reactions have occurred to entomologists or, uh, exterminators.

MULDER: Okay, we'll check that out.

SCULLY: You still want me to come up?

(Cut to Mulder, who stands.)

MULDER: No, no, no, I'm sure you're right. Thanks, Scully.

(He hangs up.)

FRASS: Who was that?

MULDER: My drug dealer.


(A basement. A "stoner" chops up some kind of brown dust with a razor blade. An old laboratory set is hooked up, a beaker full of it boiling. The stoner breathes in the smoke coming off and holds it in.)

STONER: Dude, that's some good crap.

(He exhales the smoke.)

Come on, it's your hoot.

(A "chick" walks by the "stoner" and a "dude," who's also standing at the table.)

CHICK: Um, I don't know about this, you guys.

DUDE: You really ought to, you know. Try it. This stuff takes your mind and just, sort of, you know... expands it.

(The "stoner" has a completely blank expression on his face.)

CHICK: Yeah, well... something tells me it's more than my mind you guys are interested in expanding.

(The "dude" looks at the "stoner.")

STONER: Well, how about another beer then?

CHICK: Okay.

(She nods anxiously. He pulls off the top of a metal cooler and takes a beer out.)

DUDE: I don't know. I think you're making a mistake here. Beer is just, you know... beer.

(A cockroach crawls out of the pile of minced dung on the table and chirps. The "dude" holds up his hands and demonstrates how mind-blowing this is.)

But this stuff, it like... swings the doors of perception so wide open, you can see whole 'nother world out there. But it's still like this world, you know? It tweaks your mind and does this whole altered state thing to it.

(The "stoner" gives a dull smile, nodding.)

And suddenly, you see reality as it, you know... really exists.

(He scratches his hand and looks down at his arm. A cockroach chirps and makes its way into his body through a fresh wound. The "dude" stands.)

Oh, God...

STONER: Dude, what's wrong, man?

(He starts to laugh. The "dude" tries to grab it but it slithers under his skin, crawling just beneath it. It stretches its skin out as it crawls up its arm. Another burrows into his other wrist.)

DUDE: Oh, God! Roaches!

(It too crawls up his skin.)

STONER: Dude, you're freaking, man!

(The two other teenagers stand, looking at him with concern.)

DUDE: Roaches! Cockroaches!

STONER: What's wrong, man?

(The "dude" takes the razor blade and tears open his arm as the other two grab him.)

CHICK: Stop it!

DUDE: Get them out of me! Get them out!

STONER: Dude, stop!

DUDE: Get them out!


(They try to wrestle him down. Cut to Scully, who pours the contents of a bottle called "Die! Flea! Die!" onto Queemqueg and starts to run it through her fur. The phone rings and Scully towel-dries her hands.)


(Queemqueg whimpers. Scully picks up the phone.)


MULDER: I take it back, Scully, I think you better get up here.

SCULLY: Another roach attack?

(Cut to Mulder, kneeling in the druggies' basement over the "dude". Newton is also kneeling, and Frass and the two kids are also there with him.)

MULDER: Yeah, and this was no allergic reaction. Two witnesses claim they saw the victim screaming about cockroaches burrowing into him.

(Cut to Scully, who continues to dry her hands.)

SCULLY: Are there still insects in the body?

(Cut to Mulder.)

MULDER: We haven't located any yet, but there are wounds all over the body.

(He stands.)

SCULLY: From the cockroaches?

MULDER: Well... the victim did attempt to extract the insects using a razor blade, but we're not sure all of the incisions are self-inflicted, except for the severed artery.

(Cut to Scully.)

SCULLY: Well, was there any evidence of drug use at the crime scene?

(Cut back to Mulder. Him and Newton walk over to the lab.)

MULDER: Uh, well, he did have a homemade lab set up, but I'm not sure what he was producing.

(He smells it and winces, pulling away quickly. Newton smells it slightly.)

Aw, man, smells like a septic tank! Would you make sure this gets analyzed, here?

(He points to the stuff to a man walking by.)

SCULLY: You know, Mulder, there's a psychotic disorder associated with some forms...

(Cut back to Scully.)

...of drug abuse where the abuser suffers from delusions that insects are infesting their epidermis.

(Cut to Mulder.)

It's called Ekbom's Syndrome.

MULDER: Ekbom's Syndrome?

(Cut to Scully.)

SCULLY: The victim cuts himself in, in an attempt to extract the imaginary insect.

(Cut to Mulder.)

Still want me to come up?

MULDER: No, uh, you're probably right. I'm sorry to bother you.

(Cut back to Scully.)

SCULLY: It's no bother. Bye.

(She hangs up and turns around to see that Queemqueg has run off. She looks for the dog and hears a yelping.)


(She runs after the dog. Cut to Mulder. Frass stares at the chandelier.)


FRASS: These kids are braindead. I couldn't get anything out of them.

MULDER: How about some urine? For a drug test.

(Mulder looks over at a table in the back and walks past Frass. He bends over and sees a cockroach on the underside of the table. It chirps and Mulder grabs it.)

FRASS: Did you get it?

MULDER: Get me a container.

(Frass hands him a glass jar.)

Oh, I think I killed it.

(He dumps the contents of his hand out into jar. It is nothing more than metallic ashes.)

FRASS: You killed it? You annihilated it.

MULDER: It must have molted. It's just empty exoskeleton.

FRASS: Well, at least we've got evidence that cockroaches were actually here.

MULDER: We've got more than that, sheriff. I think that bug's exoskeleton was made of metal.

(He looks at his bloodied hand.)


(Newton is tending to Mulder's hand.)

NEWTON: Nothing more than a skin abrasion.

MULDER: An abrasion caused by a metallic substance?

NEWTON: Why don't we wait until the, uh, analysis of the compound is finished before jumping to any conclusions? Uh, Agent Mulder, as a, as a doctor, I always find it best to be... completely honest and open with my patients, no matter how unpleasant the information.

MULDER: What do you need to tell me?

(Newton sighs.)

NEWTON: No, I need you to tell me something. What the hell is going on here? Wh... are we in any danger?

MULDER: I don't know.

NEWTON: Well, should I evacuate my family?

MULDER: I wouldn't know.

(Frass walks in.)

FRASS: Doc, they're waiting for you to examine the boy's body.

NEWTON: Yeah, uh, as soon I take a little break. Uh, after talking with Agent Mulder here, I suddenly feel slightly constipated.

(He glares at Mulder and walks out.)

FRASS: What's his problem?

MULDER: He's upset that I don't know what's going on here.

FRASS: So what the hell is going on here?

(In the bathroom, the shower head leaks slightly. A cockroach comes out of the drain and chirps, then makes its way towards Newton, who sits in a stall with his pants down. Newton is reading "Scientific American." He picks up a small mail-order card that fell out, uncovering another cockroach. He does not notice it, however, being so entranced with the magazine. It crawls to his foot. Behind him, on the toilet, cockroaches scurry everywhere. Newton plays with the roll of toilet paper, turning it. A cockroach comes up on it, then heads off towards him. In the examination room, Mulder seems annoyed at explaining his position.)

MULDER: I see the correlation, but just because I work for the federal government doesn't mean I'm an expert on cockroaches.

FRASS: So you're saying you don't know anything about the government's experiments being conducted here?

MULDER: Experiments?

FRASS: A couple of months ago, an agent claiming to be from the department of agriculture sets up base on a couple of acres across town. Nobody knows exactly what's going on out there. It's top secret, very hush-hush.

MULDER: What are you suggesting?

(A nurse walks in.)

FRASS: Killer bees were a genetic experiment gone awry, let loose on an unsuspecting populace. Who's to say the government hasn't created a new breed of killer cockroaches?

MULDER: You might want to keep that theory to yourself, sheriff. No need to create a panic.

MAN: Oh! Oh, my God! Somebody help, help, hey!

(Mulder and Frass run into the bathroom to see a man kneeling, checking Newton's pulse.)

FRASS: What the hell happened?

MAN: Cockroaches. He was covered in cockroaches.

MULDER: I don't see any roaches.

MAN: Well, when I went out to look for help and I came back, they disappeared.

(Mulder spots a cockroach sitting on a sink. He motions to it as a crowd gathers near the door, murmuring. Mulder and Frass look at it, Mulder raising his hand slowly.)

FRASS: Gently... gently...

(He grabs it.)

MULDER: Hmm. He doesn't appear odd in any...

(The cockroach speeds out of Mulder's grasp and down the faucet. Mulder and Frass watch it. Mulder reaches for it when it stops to chirp, but it keeps going.)

FRASS: Next time, let me handle the roaches.


(Scully sits on her couch, reading "Breakfast at Tiffany's." The phone rings and she answers it.)

SCULLY: Who died now?

(Cut to Mulder, who stands over the body as two men cover Newton with a white sheet.)

MULDER: The medical examiner. His body was found next to a toilet, covered in roaches.

(Cut back to Scully.)

I really think you should come...

SCULLY: A toilet? Check his eyes.

(Cut to Mulder. He bends down and opens up one of Newton's eyes extremely dilated and red.)

Is one of them bloodshot with a dilated pupil?


(Cut to Scully.)

SCULLY: It's probably a brain aneurysm.

MULDER: Brain aneurysm?

SCULLY: Straining too forcefully is very common causation for bursting a brain aneurysm.

(Cut back to Mulder. A cart is wheeled in. Mulder stands.)

MULDER: Well, how do you explain the roaches, though?

(Cut to Scully.)

SCULLY: Did you catch any?

MULDER: Almost.

SCULLY: I don't know what to tell you, Mulder. I just hope you're not implying you've come across an infestation of killer cockroaches.

(Cut to Mulder, who's eyes wander off in thought.)


(Mulder scales the fence and lands just as his phone rings. He answers it.)

MULDER: Mulder.

SCULLY: Mulder? I've been doing some research.

(He starts to walk. Cut to Scully, who sits at her computer, eating ice cream out of the box.)

Back in the mid-'80s, there was a cockroach species previously only found in Asia. And since then, it's made an appearance in Florida. They've now completely established themselves in this country.

(Cut to Mulder as he approaches the building.)

MULDER: Do they attack people?

SCULLY: No, but they do exhibit behavior different than our domestic breeds.

(Cut back to Scully.)

They, they fly for long distances and they're attracted to light.

(Cut to Mulder.)

MULDER: But do they attack people?

(Cut to Scully.)

SCULLY: I'm suggesting that what's happening out there might be the introduction to this country of a new species of cockroach...

(Cut back to Mulder.)

One that is attracted to people.

MULDER: Well, that all makes perfect sense, Scully. I don't like it at all. Did you know that the federal government, under the guise as the department of agriculture, as been conducting secret experiments up here?

SCULLY: Mulder, you're not thinking about trespassing onto government property again, are you?

(Mulder takes out his lockpick gun. Cut to Scully.)

I know that you've done it in the past, but I don't think that this case warrants...

MULDER: It's too late, I'm already inside.

(Scully hits her palm on the desk and sighs. Cut to Mulder, who takes out his flashlight and shines it around what appears to be a common suburban house.)

SCULLY: Well, what's going on? What do you see?

MULDER: I'm a house. It's apparently empty.

(Cut to Scully, who takes a bite of ice cream.)

SCULLY: What does the place look like?

(Cut back to Mulder.)

MULDER: It's a, uh... typical two-story suburban house. Nice big living room, sparsely furnished...

(Cut to Scully, who chows down some more.)

Nice carpets... fireplace...

(Cut back to Mulder. He walks into the kitchen.)

Nice kitchen. Modern appliances.

(He looks at the wallpaper and sees bumps crawling underneath.)

Moving walls.

(Cut to Scully.)

SCULLY: Moving walls?

(Cut back to Mulder.)

MULDER: Yeah. They're rippling.

(He pokes the wallpaper with his flashlight and cockroaches pour out.)

Oh! Cockroaches!

(Cut back to Scully.)

SCULLY: What?!

(Cut to Mulder.)

MULDER: Cockroaches. They're everywhere.

(Cockroaches cover the walls and appliances on the counters. They run all over the floor and on his feet.)

Ah, I'm surrounded.

(Cut back to Scully.)

SCULLY: Mulder, you've got to get out of there right now!

(Mulder screams.)

SCULLY: Are you all right? What happened?

(Cut to Mulder, who shakes the flashlight.)

MULDER: Flashlight went out...

(The light turns on. Cut to Scully.)

SCULLY: Mulder, what's going on?

(Cut to Mulder, who has a slight smile on his face.)

MULDER: Got to go.

(He hangs up. Cut to Scully, who is hearing a dialtone.)

SCULLY: Mulder! Mulder!

(She lowers the phone. Cut back to Mulder, who lowers the phone. He stares at the beautiful woman in front of him.)

BAMBI BERENBAUM: May I ask why you're trespassing on government property?

MULDER: I'm a federal agent.


(Mulder shows her his badge.)

MULDER: Agent Mulder, F.B.I.

(Berenbaum shows him her badge.)

BAMBI BERENBAUM: Doctor Berenbaum, U.S.D.A. Agricultural research service.

MULDER: Doctor Berenbaum, I'm going to have to ask you a few questions.

BAMBI BERENBAUM: For instance?

MULDER: What's a woman like you doing in a place like this?


(Scully stares at her phone.)


(Mulder and Berenbaum walk into a room much like Mulder's office. There is a terrarium with cockroaches on a desk.)

BAMBI BERENBAUM: By studying how insects respond to changes in light, temperature, air currents, food availability, we can determine the best ways to eradicate them.

MULDER: Why all the secrecy about your research? You've got some of the good townspeople suspicious.

BAMBI BERENBAUM: You expect us to advertise that we've intentionally infested a house in their neighborhood with thousands of cockroaches?

(Mulder nods and points out of the room.)

MULDER: Yeah... but those, those cockroaches... are they, uh, a normal species?

BAMBI BERENBAUM: They're a common one.

MULDER: Have you ever come across, uh, a type of cockroach that, uh, is attracted to people?

(They sit down.)

BAMBI BERENBAUM: Most cockroaches have been known to actually wash themselves after being touched by humans.

MULDER: Really. So, you've never seen an instance where a cockroach actually attacks a human being?

BAMBI BERENBAUM: Well, there have been cases where a cockroach has crawled into a person's ear or nose.


(He winces and slumps back in his chair. He then points to a strange looking device. An orange cone holds a lid on top with a cockroach in it.)

What, what is that there?

(He slides around her.)

BAMBI BERENBAUM: Oh, it's just a pet project of mine. Since an insect's exoskeleton is a dielectric surrounding the conductive medium of its body fluid, when introduced into an electrical field, a brushed discharge will result in a colored flare.

(She presses a big red button and the exoskeleton glows blue.)

MULDER: What is that supposed to prove?

BAMBI BERENBAUM: Well, it's my theory that UFOs are actually insect swarms.

(He stares at her.)

I don't know if you know anything about UFOs, but all the characteristics of a typical sighting are shared with nocturnal insects swarming through an electrical air field... the sudden appearance of a colored, glowing light hovering in the night sky, moving in a nonmechanical matter, possibly humming.

(Mulder does an exaggerated nod.)

Creating interference with radio and television signals.

(Mulder does his exaggerated nod even more.)

Then suddenly disappearing.

MULDER: As, uh... as nocturnal insect swarms. That's, uh... that's fascinating.

BAMBI BERENBAUM: Everything about insects is fascinating. They are truly remarkable creatures. So beautiful, and so honest.

MULDER: Honest?

BAMBI BERENBAUM: Eat, sleep... defecate, procreate. That's all they do. That's all we do, but at least insects don't kid themselves that it's anything more than that.

(Mulder fidgets in his chair.)

Does my scientific detachment disturb you?

MULDER: No. No, actually, I, I find it quite refreshing.

(They stare at each other, smiling. Mulder's phone rings and they both snap out of their trances. He picks it up.)

Not now.

(He hangs up.)

You know, um... I have always found insects to be very interesting.


(They stare at each other, smiling again. The cockroach's back glows again.)


(A fat, Asian man lays on his bed, watching a news broadcast on television, channel WKRB 3.)

REPORTER: This is the fifth report of a deceased body being found amongst a hoard of cockroaches, but police are not confirming, at least not yet, that the insects have anything to do with the fatalities.

(A cockroach crawls on the bed and rubs against his feet. The man scratches one foot with the other.)

Police have also disaffirmed the rumor that these deaths were the result of an outbreak of the Ebola virus, somehow being spread by infected cockroaches.

(He scratches his ear. Another cockroach crawls out from under his pillow and scurries off. The man is still scratching his ear.)

As for now, these incidents remain under local jurisdiction, but a nurse here did confirm that an F.B.I. agent is on the case.

(In the background, a nurse walks in with two men in yellow containment suits.)

Police are asking that if you see any cockroaches, don't panic. Simply notify the authorities and evacuate the area immediately. Reporting live, this is Skye Leikin for Channel three, nightwatch news.

(The man changes the channel to an old movie. Cockroaches scurry away from the changer.)

WOMAN: Then suddenly, there was this terrible crash. You know, you could've been killed.

(Mulder can't sleep. He checks his covers, then nervously checks under them for roaches. He sits up, smells his hand, then brushes his other hand through his hair, then flops back down onto the bed. Sighing, he picks up the phone and turns on the light. Rubbing his eyes for a second, he dials. Cut to Scully, who has the phone next to her head as she sleeps. The first ring doesn't finish before she picks it up.)

SCULLY: Mulder, are you okay?

MULDER: I can't sleep.

SCULLY: What happened at the U.S.D.A. site?

MULDER: They're conducting legitimate experiments.

(Cut to Mulder.)

I met an entomologist, Doctor Berenbaum, who agrees with your theory of an accidental importation of a new cockroach species.

SCULLY: Did he give you any idea of how to catch them?

MULDER: No. But she did tell me everything else there is to know about insects.

(Cut to Scully.)


(Cut back to Mulder. He stands.)

Yeah, did you know that the ancient Egyptians worshipped the scarab beetle and possibly erected the pyramids to honor them, which may be just giant symbolic dung heaps?

(Mulder carries the phone into the bathroom. Cut to Scully.)

SCULLY: Did you know the inventor of the flush toilet was named Thomas Crapper?

(Mulder laughs a little.)

MULDER: Bambi also has this theory I've never come acro...

(Her eyes widen.)


MULDER: Doctor Berenbaum. Anyway, her theory is...

SCULLY: Her name is Bambi?

(Cut to Mulder, who walks out of the bathroom and over to the window.)

MULDER: Yeah. Both her parents were naturalists. Her theory is that UFOs are actually nocturnal insect swarms passing through electrical air fields.

(Cut to Scully.)

SCULLY: Her name is Bambi?

(Cut to Mulder, who rubs his forehead.)

MULDER: Scully, can I confess something to you?

(Cut back to Scully.)

SCULLY: Yeah, sure, okay.

(Cut to Mulder.)

MULDER: I hate insects.

(Cut back to Scully.)

SCULLY: You know, lots of people are afraid of insects, Mulder. It's just a... it's a natural, instinctive.

(Cut to Mulder, who sits at the foot of the bed with a magazine.)

MULDER: No, no, I'm not afraid of them. I hate them. One day back when I was a kid, I, uh... I was climbing this tree when I noticed this leaf walking towards me. It took forever for me to realize that it was no leaf.

(Cut back to Scully.)

SCULLY: A praying mantis?

(Cut back to Mulder.)

MULDER: Yeah, I had a praying mantis epiphany and, as a result, I screamed. No, not... not a girlie scream, but the scream of someone being confronted by some before unknown monster that had no right existing on the same planet I inhabited. Did you ever notice how a praying mantis' head resembles an alien's head? I mean, the mysteries of the natural world were revealed to me that day, but instead of being astounded, I was... repulsed.

SCULLY: Mulder...

(Cut to Scully.)

Are you sure it wasn't a girlie scream?

(Cut to Mulder. A man screams. Cut back to Scully.)

What was that?

(Cut to Mulder.)

MULDER: Oh, I got to go.

(He hangs up. Cut to Scully.)

SCULLY: Mul... no...

(Getting a dialtone, she hangs up and sighs. In the motel, Eckerle nervously walks towards the room. Another man looks out of his room.)

JEFF ECKERLE: Did you hear that too?

RESIDENT #1: Came from over there.

(Another resident comes out behind them.)

RESIDENT #2: What the hell is going on?

(They all walk to another door and Eckerle knocks on it.)

JEFF ECKERLE: Hello? I, is everything all right in there?

(Eckerle opens the door to see the fat man from before covered in cockroaches. Eckerle screams and the three residents disperse. Mulder runs past the two residents, carrying the gun, and looks inside the room. Cockroaches are nowhere to be found.)


(Scully is packing her suitcase when the phone rings. She picks it up.)

SCULLY: What happened now?

(Cut to Mulder. A photographer takes a picture of the body and walks away.)

MULDER: One of the motel guests died.

(Cut to Scully.)

SCULLY: Mulder, I'm coming up there right now.

(Cut to Mulder.)

MULDER: Scully, I think this man died from simply from a reaction to the cockroaches.

SCULLY: Two cases of anaphylactic shock...

(He sits down at the foot of the bed. Cut to Scully as she puts some clothes into the suitcase.) the same day in the same town is highly improbable.

(Cut to Mulder. A man holds the newscasters outside.)

MULDER: No, I... I'm saying that I think this mans imply had a heart attack.

(Frass walks in and hands him some papers.)

Word about the cockroach infestation and the deaths related to it have gotten out and... I think this man simply saw some cockroaches and scared himself to death.

(Cut to Scully.)

SCULLY: Regardless, Mulder, something strange is definitely going on up there.

(Cut back to Mulder, who looks through the papers that Frass gave him.)

MULDER: Maybe not. All your conjectures have proved correct. The exterminator did die from anaphylactic shock. The teenage boy did die from self-inflicted wounds and was getting high off methane fumes derived from burning manure. The medical examiner did die from a brain aneurysm.

(Cut back to Scully.)

SCULLY: I still haven't been able to explain the cockroaches at all the sites.

(Cut to Mulder.)

MULDER: Or the fact that their exoskeletons are made of metal.

SCULLY: Metal? What are you talking about? Mulder?

(Mulder looks at a roach motel sitting under the table. Cut back to Scully.)

Mulder, I'm coming up there.

(Cut to Mulder as he goes towards the roach motel.)

MULDER: Whatever.

(He hangs up and picks up the roach motel to see a cockroach inside.)


(Bambi and Fox look at the cockroach under a large magnifying glass.)

MULDER: Can you tell what kind of cockroach it is?

BAMBI BERENBAUM: I should be able to. The abdomen's still attached and we differentiate species by their genitalia. Oh my God...

MULDER: Is it abnormal?

BAMBI BERENBAUM: I'll say. He's hung like a club-tailed dragonfly. Excuse me.

(She walks past him to a microscope and looks inside.)

MULDER: Does it still look unusual?

BAMBI BERENBAUM: Well, yes. For an insect genitalia, but maybe not for a microprocessor.

MULDER: You're implying that this insect is mechanical?

(She looks at the microscope. He looks inside.)

But what am I supposed to be looking at here?

(He looks at her.)

Have, have you ever seen anything like this before?

BAMBI BERENBAUM: Only in science journals. I've read about an artificial intelligence researcher who designs robots that resemble and behave like insects. I've never seen them myself, but I've often thought of visiting his lab.

MULDER: He works out of this town?


(Mulder walks down the stairs and then a hallway. A small, insect-shaped robot walks down the adjacent hallway (and manages to erase the title of the location as he does somehow.) Mulder watches as it walks into a room, then comes out and looks at him. As Mulder takes a few steps towards him, the insect back away. Mulder follows the insect to a laboratory where the insect robot disappears. Mulder hears a similar whirring and turns around to see Doctor Ivanov approaching him on his wheelchair. The scientist talks out of a microscope that is near his throat. A laptop computer is hooked onto the wheelchair.)

MULDER: Doctor Ivanov?

IVANOV: Why are you scaring my robots?

(Afterwards, Mulder and Ivanov talk as a robot sits on the table next to them.)

For decades, my colleagues in artificial intelligence have attempted to create an autonomous robot. By struggling to give their machines a human-like brain, they have failed.

(Mulder kneels down and waves his hand in front of the "bug." He touches the leg and it moves.)

A human brain is too complex, too computational. It thinks too much. But insects merely react.

(Another robot crawls over to Mulder. Mulder backs away, but the robot follows him.)

I used insects as my model, not just in design but by giving them the simplest of computer programs. "Go to the object. Go away from the moving object." Governed only by sensors and reflex responses, they take on the behavior of intelligence, living beings.

MULDER: So this one is just programmed to head towards any object moving within the field of its sensors?


(Mulder backs away some more, but the robot still follows.)

MULDER: Then why is it following me?

IVANOV: He likes you.

(Mulder and Ivanov sit at a computer.)

MULDER: Your contract is with NASA?

IVANOV: The goal is to transport a fleet of robots to another planet and allow them to navigate the terrain with more intricacy than any space probe has done before. It, it sounds slightly fantastic, but the only obstacle I can foresee is devising a renewable energy source. In any case, this is the future of space exploration. It does not include living entities.

MULDER: I'm just speculating here, but if extraterrestrial lifeforms do exist...

IVANOV: Oh, there's no need for speculation, I believe they do.

MULDER: And assuming that they're more technologically advanced than we are, and if your own ideas about the future of space exploration are correct, then...

IVANOV: Then the interplanetary explorers of alien civilizations will likely be mechanical in nature. Yes. Anyone who thinks alien visitation will come not in the form of robots, but of living beings with big eyes and gray skin has been brainwashed by too much science-fiction.

(Mulder looks away, shrugging slightly. Ivanov stares at him. Mulder takes out a small bag with three insect legs.)

MULDER: Can you identify this?

IVANOV: I'm not really good with bugs. A cricket's legs?

MULDER: Try it under the microscope.

(Ivanov dumps the contents out in a small petrie dish and looks at the contents. The light to the microscope is bright red. Ivanov's eyes widen and he looks at the wall, flabbergasted.)

Are you all right, Doctor Ivanov?

(Ivanov nods.)

Can you identify that?

(Ivanov shakes his head slightly and mouths some words to himself.)


(Ivanov looks at him.)

IVANOV: It's... beyond my comprehension.

(They stare at each other. (A cockroach crawls down the screen.))


(The town is in mass hysteria, and no evidence of that is more evident than in a convenience store. A mother and her children hurry in grabbing supplies. A tall, black man pulls a kid out of the way.)

MAN #1: Hey, kid, move! Gimme that!

(He grabs a pack of toilet paper. People shout to each other as they grab anything they can. Another man grabs a whole shelf of bottled water. Men take different packages off the shelves.)

CLERK: Hands off, buddy!

(Another man grabs a number of things before grabbing a canister of "Die! Bug! Die!" This seems to be the most popular item as people clamor for it desperately. A sailor stocks up on chocolate and pantyhose. Scully walks in and looks at the panic around her. Outside, a car crashes into another right outside, and Scully turns around in shock. The man in the second car yells at the other one.)

MAN #2: Hey, what are you crazy? Watch yourself!

WOMAN #1: Hey, you idiot, you hit me!

(Scully walks in and a man brushes past her harshly. She goes over to the clerk, who is bagging a woman's purchases.)

SCULLY: Excuse me, do you sell road maps?

(The clerk nods.)

Could you tell me where they are?

WOMAN #2: Come on, hurry up!

(Scully looks at the impatient shopper.)

SCULLY: What's going on here?

WOMAN #2: Haven't you heard about the roaches? They're devouring people whole.

(Scully gives her a strange look.)

Everybody's getting the hell out of here.

SCULLY: Have you seen any of cockroaches yourself?

WOMAN #2: No, but they're everywhere.

(She runs off. The next man in line goes to the counter.)

MAN #3: Roaches aren't attacking people, lady. They're spreading the Ebola virus.

(He throws a bill down on the counter and picks up his stuff.)

Look, keep the change.

(He looks back at Scully as he starts out.)

We're all going to be bleeding from our nipples!

(He runs out. Scully has had enough.)

SCULLY: All right.

(She starts screaming, holding up her badge.)

All right, listen up!

(Amazingly, as she talks, people stop and listen.)

I'm Agent Dana Scully from the Federal Bureau of Investigation. I am assuring you that you are not in any danger. Everything is going to be okay if you just calm down, and start acting rationally. Now, where the hell are those road maps?

(She looks at the clerk. A woman looks at another one and they both reach for the last can of "Die! Bug! Die!" They both grab it and pull at it.)

WOMAN #3: Hey! This last can is mine!

(The other woman yanks her around and knocks her backwards into a store display loaded with Choco Droppings. The small, brown pebbles fall out onto the floor, rolling everywhere. An especially frightened man looks down.)

MAN #4: Roaches!

(Everyone screams and leaves, except for Scully. Outside, car engines start and cars honk, people screaming. Scully slowly makes her way over to the spilled candy. She bends down and picks up a half-empty box, then eats a piece, looking around.)


(Ivanov and Mulder sit at a quarter-full bottle of scotch. Ivanov drinks from his glass.)

MULDER: Oh, Doctor, I, uh... I appreciate you taking the time to, uh... answer my questions.

(He takes a sip.)


(Mulder leaves as Ivanov takes another sip. As Mulder walks out, he passes another robot and sees a cockroach that had been knocked over by it. He bends down and picks it up, watching it struggle between his fingers. Mulder's picture is fractured in the insect's vision.)

MULDER: Greetings from planet Earth.


(Berenbaum inspects the cockroach under the magnifying glass as Mulder watches on.)

BAMBI BERENBAUM: Well, it's a cockroach all right. It's not like the leg segment you had me examine earlier. It's just a typical cockroach.

MULDER: Even the...

BAMBI BERENBAUM: Yes, even the genitalia is normal. Cockroaches are common in this area at this time of year. It's one of the reasons I set up my study here.

(Mulder bangs the desk and the cockroach lights up. They both stare at the glowing cockroach for a little while before Mulder takes his hand off of the button. His phone rings and he sits and answers it.)

MULDER: Mulder.

(Cut to Scully, still in the convenience store, standing behind the desk.)

SCULLY: Mulder, this town is insane.

(Cut back to Mulder.)

MULDER: Where are you?

SCULLY: I'm in a convenience store on the outskirts of, uh...

(Cut back to Scully, who is writing on the desk.)

Civilization. Look, I think I may have a lead. Remember that Doctor Eckerle who was the alternative fuel researcher that witnessed the exterminator's death? Well, the fuel that he's researching is methane gas... methane derived from manure.

(Cut to Mulder.)

MULDER: Manure?

SCULLY: He has an import license...

(Cut back to Scully.) bring in animal dung samples from outside the country. Now, maybe you can confirm this with your Doctor Bambi...

(Cut to Mulder. Mulder looks up at Bambi.)

...but I think that cockroaches are...

(Cut to Scully.)

...dung-eaters, and if so, some of them may have been shipped accidentally in some of the samples. This fuel research facility could be ground zero for the infestation.

(She eats another Choco Dropping. Cut to Mulder.)

MULDER: Scully, if an alien civilization were technologically advanced enough to build and send artificially intelligent robotic probes to the farthest reaches of space, might they not have also been able to perfect the extraction of methane fuel from manure?

(Bambi smiles at him, having been listening. He looks up at her, now trying to impress her.)

An abundant and replenishing energy source filled on a planet with dung-producing creatures.

(Cut to Scully, who sits and chews the candy slowly, thinking about this.)

SCULLY: Mulder, I think you've been in this town too long.

(Cut to Mulder.)

MULDER: Where's the research facility located?


(The sign reads "ALT FUELS Inc.; Waste is a Terrible Thing to Waste." Mulder and Bambi drive up.)

MULDER: Wait, Bambi. You better wait here until I make sure it's safe.

BAMBI BERENBAUM: Well, be careful. We still don't know what these cockroaches are capable of, if they're even cockroaches.

MULDER: Well, I'm not so much worried about the cockroaches than I am about the human element.

(He gets out of the car. Doctor Eckerle peers out of his window through his blinds, frightened, breathing heavily. Outside his window, he sees rows of dung sitting on long tables, cockroaches crawling over them and chirping. He sits down and clutches the can of bug spray to his chest. He looks at a cockroach sitting on the desk and sprays it with the "Die! Bug! Die!" The bug is immune to the spray and crawls down the desk. Eckerle keeps spraying at it, almost crying. He throws the can at the desk. Mulder walks through the dark facility and into the room full of dung. He walks past, looking at all of the cockroaches. He reaches down to pull one off of a pile when a gunshot rings out. Mulder ducks as the bullet strikes the dung heap he was reaching to. He looks up to see Eckerle aiming his gun at him.)

MULDER: Doctor Eckerle?

(He stands, holding his hands out.)

JEFF ECKERLE: They're after me. First at my house, then at the motel, and then I came here to get away... but... they're following me.

(They both walk to their left. Eckerle seems to have completely broken down, holding his gun on Mulder.)

MULDER: You're not in any danger, these insects won't harm you.

JEFF ECKERLE: I've seen them kill two men.

MULDER: They weren't responsible for those deaths... but they might be responsible for ours if you continue firing your gun in a plant full of methane gas.

JEFF ECKERLE: Don't you understand? The bugs... they drive me crazy.

(He starts to cry, shaking the gun violently. Outside, Scully drives up next to Mulder's car and looks at Bambi.)

SCULLY: Let me guess... Bambi.

BAMBI BERENBAUM: Fox told me to wait out here while he checked inside first.

(Scully unbuckles her seatbelt and gets out of the car.)

Should I come along with you?

SCULLY: No... this is no place for an entomologist.

(She takes out her gun, loads the clip and walks towards the building. Eckerle watches the cockroaches crawl over the dung heaps and chirp.)

JEFF ECKERLE: Why are these roaches making those weird noises?

MULDER: In Madagascar, they have roaches that hiss by blowing air through the holes in their upper thorax.

JEFF ECKERLE: Really? How, how do you know so much about them?

MULDER: I don't. That's why we shouldn't kill these, but capture them for further study. Now, please... put the gun down.

(Eckerle looks at the gun and takes a deep, jagged breath.)

JEFF ECKERLE: Have I lost my mind?

MULDER: No. You've just had a very stressful day that's affected your ability to think clearly. Your judgment is a little clouded right now.


(Mulder nods, reaching for the gun. Eckerle points it at him and Mulder straightens back up.)

Then how do I know... that you're not a cockroach?

(He approaches him, Mulder backing away. Scully walks through the dark facility.)

SCULLY: Mulder? Mulder!

(Scully sighs and pulls out her cellular phone. She starts dialing. Mulder is still trying to calm Eckerle down.)

MULDER: I assure you, Doctor Eckerle, I'm just as human as you are... if not more so.

(His phone rings, sounding much like the chirping emitted by the strange roaches. They look at it.

JEFF ECKERLE: You are one of them!

(Eckerle fires at Mulder, but Mulder ducks. The bullet strikes a valve and fire sprays out. Mulder runs off as Eckerle shoots at him again and hits a canister, which also lights on fire. All over the building, valves shoot out fire. Mulder runs up the stairs and towards Scully.)

SCULLY: Mulder!

MULDER: Get out, Scully! This whole place could blow!

(They run outside. Mulder looks over at Bambi.)

Get down!

(She puts her head between her knees as Mulder and Scully run for cover. They duck behind Mulder's car as the inside of the facility explodes in fire, flames bursting out of the windows and spraying everything with manure. Bambi looks back at the agents, who are covered in the feces.)


(They look at each other. In the early morning, it is raining. Firemen are hard at work as Frass walks towards them, wearing a raincoat. The agents are sharing an umbrella.)

FRASS: It's like a crematorium in there, I don't think we're going to locate the doctor's remains.

MULDER: Or anything else, for that matter.

FRASS: Still, it's not as bad as some of the other fires we had last night.

SCULLY: There were others?

FRASS: Four, to be exact. Plus eighteen auto accidents, thirteen assault and batteries, two stores were looted, thirty-six injuries all total, half of them from insecticide poisoning... but, we didn't receive reports on cockroaches or otherwise for the last couple of hours. Maybe this town's finally come to its senses. You two ought to go home and get some rest. You look pooped.

(He walks away. Mulder smiles. Ivanov rolls up to them, an umbrella attached to his wheelchair. Bambi, also holding an umbrella, watches him intently.)

IVANOV: Agent Mulder? They told me I could locate you here. Those, uh, segments you showed me earlier... may I examine them again?

(Mulder shrugs and reaches into his pocket.)

MULDER: Well, they're completely desiccated... just like the molted exoskeleton.

(He hands the bag to Ivanov.)

BAMBI BERENBAUM: You know, many insects don't develop wings until their last molting stage. Perhaps whatever these things were, they had their final molt and have flown off back to wherever they originated.

SCULLY: Yeah, that would explain everything.

(Mulder looks at her and is about to say something when Ivanov cuts him off.)

IVANOV: May I borrow this, Agent Mulder, for further study?

MULDER: Well, I've already had a similar sample analyzed, it's nothing but common metals. What do you hope to find from it?


IVANOV: Isn't that what Doctor Zaius said to Zira at the end of "The Planet of the Apes?"

(She nods, smiling.)

BAMBI BERENBAUM: It's one of my favorite movies.

IVANOV: Mine too. I love science fiction.

(Mulder looks at them strangely.

BAMBI BERENBAUM: I'm also fascinated by your research.

(She and the doctor start off.)

Have you ever considered programming the robots to mimic the behavior of social insects like ants or bees?

IVANOV: As a matter of fact, I have.

BAMBI BERENBAUM: You know, I read in November of '94 in "Entomology Extreme..."

IVANOV: Oh, I remember that...

BAMBI BERENBAUM: Your article about the pollination of...

IVANOV: Yes, I really enjoyed writing about that...

(Mulder watches them leave, saddened.)

SCULLY: Smart is sexy.

(Mulder looks at her.)

Well, think of it this way, Mulder. By the time there's another invasion of artificially-intelligent, dung-eating robotic probes from outer space, maybe their uber-children will have devised a way to save our planet.

MULDER: You know, I never thought I'd say this to you, Scully... but you smell bad.

(He smirks and walks away, taking the umbrella with him.)


(Mulder sits at his desk, typing up his report. He is also eating a rather large piece of cake that resembles a dung heap. We can hear him say what he is writing.)

MULDER: The development of our cerebral cortex has been the greatest achievement of the evolutionary processes. Big deal. While allowing us the thrills of intellect and the pangs of self-consciousness, it is all too often overruled by our inner, instinctive brain, the one that tells us to react, not reflect, to run rather than ruminate.

(He takes a piece of candy on the cake and eats it.)

Maybe we have gone as far as we can go, and the next advance, whatever that may be, will be made by beings we create ourselves using our own tech...

(It beeps as he presses the first key to the word. He tries it again.)


(It beeps. He smacks the screen and it beeps three times. He continues typing.)

Technology, lifeforms we can design and program not to be ultimately governed and constricted by the rules of survival.

(He eats another piece of cake.)

Or perhaps that step forward has already been achieved on another planet by organisms that had a billion years head start on us. If these beings ever visited us, would we recognize what we were seeing? And upon catching sight of us, would they react in anything but horror at seeing such mindless, primitive, hideous creatures?

(He goes to take another piece of cake but sees a white cockroach on the plate. He picks up a stack of files, including the X-File for the case, number "667366," and goes to hit it. It crawls to the front of his plate and he watches it's head move, lowering the papers. It crawls out onto the desk and he slams the papers down onto it.)


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