Welcome to another B-Movie Enema review where we always watch the skies.

That’s Xtro 3: Watch the Skies. Now, we’ve been here, haven’t we? Whether it is yet another Xtro flick that has nothing to do with the original, another ill-advised sequel, or a sequel made because money is needed to live in a world mostly dominated by capitalism, this is nothing new to us around here. Alright, so not that long ago, I reviewed Xtro 2: The Second Encounter and, woof… It was pretty bad.

Creator of the original Xtro, Harry Bromley Davenport couldn’t really get any other work. He did own the rights to the title Xtro and was able to leverage that to Welsh and Canadian producers. He thought he could take the Xtro series and turn it into an anthology series about alien encounters. The first sequel was not an enjoyable experience for the British director, Bromley Davenport. Jan-Michael Vincent was barely functional. The script was kind of dumb and complicated.

This second sequel would be somewhat better for the Briton in some ways and a little more dangerous in others.

Xtro 3 would be Bromley Davenport’s first time working on a production in the United States. The original was filmed in England, and the middle chapter was filmed in Vancouver, British Columbia, Canada. In the United States, productions are quite different from British productions. In Britain, film productions have serious union and labor laws. In America, productions have looser labor laws or, in very small indie productions, no union whatsoever. That ultimately proved to be something Bromley Davenport had to work around and adjusted kind of nicely. Daryl Hanley was the writer of the film. They met through a mutual contact at Concorde, Roger Corman’s film company after he left New World Pictures.

Hanley and Bromley Davenport came to an agreement on what the story pitch would be, basically a cross between The Dirty Dozen and Predator. In other words, Predator. There is a little bit of a twist to the idea that we’ll get to in the course of the review. Hanley and Bromley Davenport seemed to be fairly good together, and Hanley would also appear in the film as Private Hendricks. The script was worked out, and then for special effects, Awesome Productions and Paul Sammon created the effects in five weeks’ time (which was also roughly the amount of time it took to film the movie itself). Sammon and Bromley Davenport agreed to not use a man in a suit for the alien creature and would opt for a puppeted creature as well as some early, lower-budget digital effects to give the creature the expressions and look the director wanted.

All of that was going well, but filming did prove to be an issue. Sammon and actor Andrew Divoff both got cuts on their hands while filming scenes. Another actor, Virgil Frye, had a mishap with a squib that injured his leg. Sal Landi, the lead of the film, hurt his back while on the breakneck-paced shooting schedule. It was a bit of a dangerous five-week shoot for several people on screen.

All the bad juju that might have come along with the production aside, Bromley Davenport ended up saying this third entry was his favorite of the entire series. He had more control over this movie than at least the second film in the series, and possibly the first too. Because of that control, he not only felt more ownership but also could say that whatever faults anyone found with the movie, he puts it on himself and not some decision from an outside force like a production company, a particular producer, or forced to work within a small budget with the purse strings being under someone else’s control.

But… I am dubious. I love the first Xtro. I hated the second. I know what Harry Bromley Davenport says about this one, but will I feel the same way? Let’s find out.

The movie opens with a somewhat rough early digital effect showing a spaceship crashing into Earth. That is immediately followed by the recreation of classic 50s newsreel-style pop culture report. This is about blonde bombshell Melissa Mead.

It’s then followed up with a report about a UFO crashing in Nada, New Mexico. The footage shown of the crashing ship we saw at the very beginning comes from some kids who were taking home movies of their backyard baseball game.

The little boy makes a nervous statement, saying he was only pulling a prank on his friends, but after he scared a bunch of people, he decided to tell the truth. It’s pretty obvious he’s been instructed to make his public statement. His parents are also included in the awkward statement about how their son has been thoroughly punished for his prank.

We then go to present-day 1995. A man hiding out in a seedy motel, George Page, is meeting with a reporter named Erica Stern. Now, as an aside before I get to the business of this meeting between Page and Stern, I INSTANTANEOUSLY recognized character actress Jeanne Mori playing Erica Stern. I was able to do this feat by being a massive fucking nerd. From the moment I saw this:

Immediately, the below flashed in my mind, and I asked myself, “Is that who I think that is?”

Yeah. It is. Jeanne Mori played the helm officer of the ill-fated science vessel U.S.S. Grissom in Star Trek III: The Search for Spock. How I got that so instantly out of just a brief look and very minor facial expressions I have no freaking idea. Well, I do have an idea, as I said, I’m a fucking nerd, but I cannot get over how a complete stab in the dark that she looked like the lady who got blowed up by Christopher Lloyd’s Klingon Bird of Prey paid off.

Guys… I’m a goddamn wizard.

Anyway, enough about Star Trek III. Page is a mess. He’s been beaten up. He’s nervous. He answers the door with a loaded pistol. He’s actually not George Page. He’s actually Lt. Martin Kirn, an explosives expert for the US Marine Corps. He begins telling his story. He’s met by a superior officer who tells him some classified shit. Back in the Second World War, there was an island that was used for, I dunno, war shit. After the war, it seems as though everyone forgot about this island. Kirn is being sent there with some Marines to diffuse some old artillery so they can build a refueling station.

The team Kirn is being ordered to lead is a bunch of misfits. Kirn isn’t just a bomb expert; he’s a teacher as well. The crew is comprised of all former students of his. The Pentagon picked the crew and will not remove those whom Kirn is nervous about. The guy who is sent by the Pentagon, Captain Fetterman, and his assistant, J.G. Watkins, are not the types of people Kirn respects. Well, Watkins is pretty so he can at least respect that.

Kirn purposely takes the two Pentagon stiffs to a madhouse of a bar. There’s a girl who walks across the top of the bar, taking dollar bills from guys. She’s not naked. She’s wearing a bikini top and a skirt. But it’s the fact that she’s barefoot that bothers me. She’s walking on top of the bar barefoot. That’s where peanuts and beers and maybe sometimes mozzarella sticks go! That’s very unsanitary.

Anyway, there is loud music blaring. There is a group of four soldiers playing pool. They are completely shitfaced, yelling at each other, and one of them, Banta, is saying she will beat the shit out of the other guys with her pool cue. These are the people Fetterman chose for this mission, and Kirn wants to show him what types of people he’s chosen for a supposedly important mission.

Banta is just an angry bitch. Private Riley is a wildman. Private Hendricks is missing part of his finger because he failed to follow Kirn’s instructions properly. Private Friedman is a joker. Captain Fetterman tells Kirn that the crew stays as selected.

Fetterman also warns Kirn that Watkins is off limits. It’s not like he was obviously flirting with her, really. She dropped a bunch of shit when she first arrived on the base with Fetterman. Kirn helped her pick the stuff up, but it wasn’t exactly a meet cute. He was just helping when no one else would. We didn’t even hear if they actually exchanged any words with each other.

The next morning, the crew is on a boat on the way to this island. On the boat, we do learn that Banta is the only trustworthy member of the team. At first, you think this is a joke, but her backstory is Tanya Harding’s. She was a figure skater and hired a guy to get rid of her rival. When she was in front of the judge, she chose three years of military service over one year in the clink. Kirn and Banta will be the leaders of the two teams on the island.

However, things are a little dicey, and Kirn gets an idea that this mission isn’t quite as cut and dry as disarming some artillery would seem. Fetterman tells Kirn and Banta that, considering it’s been 50 years since anyone stepped foot on this island, they will likely find some files and paperwork. He warns the two Marines that it would be in their best interest to not read what they find. Kirn later comments to Fetterman that the government and military must have been really concerned with the Japanese prisoners they had if they had them sent so far away to an internment camp in the middle of the ocean. Fetterman is like, “Oh, yeah… sure. They were pretty bad dudes and stuff.” Kirn tells us in his voice over about how he was already starting to get the feeling this was not all it was cracked up to be, but I guess he’s too much of a jarhead to put up much resistance. Also, they start finding relics on the island that seem to indicate there were people here long after the official story of the island being abandoned at the close of WWII.

When Kirn’s team sets off some C4 to destroy something they think is live, it uncovers a bunch of human remains. Banta’s team finds a trail of blood and hears strange sounds surrounding them. They find a wounded rabbit that Banta shoots to put it out of its suffering. As they do that, someone goes to their Jeep and takes their radio that had been playing music.

Fetterman claims the remains they found were in a graveyard. The number of bodies seems to be a bit too much for Kirn to believe. Fetterman just waves it off as clearly being something like an influenza outbreak that killed that many people, to which they would be put into a mass grave. Kirn confronts Fetterman with the pocket watch with the 1955 inscription on it. Fetterman just tells the soldier his attitude sucks.

As their first day on the island comes to a close, Kirn and Banta start trying to figure out what they were seeing on the island. She figures it wouldn’t take long for just a couple of rabbits to overrun the island as it has. Some of the burned-out lab remains make it look like there were cages big enough to hold people… or people-sized things. Kirn believes that the boneyard they found points to signs that the base was doing experiments on people.

That night, their camp is visited by someone digging through their stuff – an old, feral survivor.

Banta and Hendricks are out doing some demolition when Hendricks sets off an explosion that blows a hole in the side of a building. Hendricks, a complete dumb fuck who really should not be an active member of the Marines, decides to go inside the installation without waiting for proper backup and investigation. Outside, Banta hears Hendricks screaming, and she tries to find a way into the building, but falls. She sees what looks like a little alien guy, and when she touches the gooey secretions left by the alien guy, it burns her hand like acid.

Banta is forced to leave Hendricks and tries to find the other three soldiers. Kirn sees her hand and tries to explain what she saw, but it doesn’t make a whole lot of sense.

Back at the camp, Watkins is cleaning the survivor they found. He says something about how they waited for “it” to go back underground, and they would cover it with cement. Watkins tells him she knows all about what he’s referring to, and she wants to help. When she leaves the tent she was bathing him in, she hears Fetterman calling back to his superiors. Fetterman says the old man is not saying anything that makes sense, but the moment he does say something that makes sense, he’ll kill him. If ordered, he’d kill the guy beforehand by smothering him and calling it a heart attack. When she tells the Captain that the survivor escaped when she went to get a razor to give him a shave, Fetterman reacts… poorly? He starts slapping her around and yelling at her how she fucked it all up.

Waitaminute… this Fetterman guy may not be a good dude.

Back at the installation where Hendricks went missing, they investigate what might have happened to their comrade. At one point in the corridor, whenever they flash a light ahead, something sensitive to the light begins flashing and making loud noises. They figure out how to get past that and push forward deeper into the building. Fetterman tries to radio Kirn to tell him about the survivor. Friedman is there to respond and is told to shoot to kill because the old man roughed up Watkins when he escaped. When Fetterman learns where Kirn has gone, the Captain shrugs and just says it’s all over. They’re done here.

Inside that building, the Marines find a room of these gross-looking pods that have some sort of animal inside them. In another room, they start finding all sorts of various artefacts from old clocks to radios to typewriters. They eventually find Hendricks. However, he’s in pretty bad shape, having been ripped to shreds with skin missing, head scalped, and instruments sticking out of his torso. Overhead, something not human watches.

Kirn realizes now that this is not some sort of defense mission. This was a facility that was hiding extraterrestrial activity and lifeforms. Watkins tells Kirn that, to the exception of him, the team assembled for this mission was selected specifically because they were deemed expendable. Watkins herself is now part of that label since she is willing to work with Kirn and the remaining Marines to get off the island.

She tells him the history of the island. A UFO crashed in 1955 in Arizona. The lifeform inside was transported to this island for study. The thing basically went berserker mode and rampaged through the island, killing everything and everyone. Planes came in to drop concrete everywhere to trap the alien. Any survivor was left to die.

Kirn calls his superior, Major Guardino, and tells him that Fetterman stranded them on the island. Fetterman up and left. He asks Guardino to send transportation to get them off the island. The Major says to hold their positions, and he’ll send something to pick them up right away. After he hangs up, he goes about his business of planning his evening at a classical concert.

The survivor leads Kirn to his shelter, where he has made a cozy little home for himself with rabbit pets, a hammock, and the corpse of someone he calls his friend. While following the survivor, Banta fell behind. She suddenly finds herself stuck in something like a giant spider web. The more she moves in it, the stickier it becomes. She’s not alone in the web either. She screams, which draws the other Marines out to go to her aid.

In the open, the alien begins attacking with his prehensile tongue.

The tongue glows and is capable of slicing flesh as it does to Friedman, but Riley is able to fire off some rounds to make it drop Friedman. However, as he ran off, he gets shot by Watkins in the mayhem. They take him back to get help at the camp. The next morning, Banta is still in the web, and she sees an alien approaching her. The alien is able to cloak itself, change shape, and eventually approaches her to study its catch.

At the survivor’s shelter, the Marines find a film of the UFO and what was discovered in the wreckage. Watkins determines that the alien lifeform has chameleon capabilities. They watch as they have one in a cage and a second is being experimented on by being cut into and autopsied while alive. You know, this was, I think, earlier than the famous Alien Autopsy special that aired in the 90s but goddamn it is similar. Whichever one came first, it’s hard to imagine either had time to be made directly from the other’s inspiration.

Anyway, they learned that the aliens in this film seemed to be mates, and the one being operated on was pregnant.

And that brings us all the way back around to something I mentioned earlier in the article… This movie has a bit of a twist to it. This isn’t like the other two Xtro movies. Both of those featured interdimensional creatures that were bloodthirsty. The alien hunting down and killing humans in this has a motive and a reason. It was experimented on and it was, more accurately, tortured. It seemed to not have ill intent upon crashing/landing on Earth. It was there with its mate, and the mate happened to be with a little alien baby.

This is why Bromley Davenport likes this movie the best of the three. The first is a straightforward horror sci-fi film. It’s capitalizing on the success of Alien. The second was just kind of a dumb sci-fi action horror. This one has a motive for the monster, and it has some empathy FROM the Marines. The Marines aren’t there to murder the alien after they learn about the alien’s history with the people who captured it and cut it and its mate apart. Granted, the brutality with which it is exacting revenge is not palatable to our heroes, but there is understanding as to why it is doing what it is doing. While the Marines aren’t necessarily setting out to kill the alien creature, they have to protect themselves, and there likely won’t be a way to reason with this creature in a great deal of pain. It’s a little smarter movie to try to make sense out of senseless monster business.

Kirn goes looking for Banta. He and Riley find her off in the distance, screaming while in that webbing. He tries to shoot the alien from a distance, but misses. The alien engages his cloaking device and goes off to blow up the U.S.S. Grissom, and Kirn relieves Banta from her wounds and torture by shooting her dead.

They regroup at the old man’s shelter. Riley is positive no one is going to come to get them off the island. He’s right, even when they hear helicopters flying overhead. The choppers start dropping explosives all over the island in the hopes of killing whatever is there, even if it is the Marines trapped there. Friedman is attacked by the alien who spits acidic goo on his face and then starts using something like a sautering gun on the poor guy’s brain.

Kirn, the old man, Riley, and Watkins escape the alien but have to deal with the explosives being dropped down from above. They find a cave to take cover in for the time being. As the old man is tinkering around a bit with some C4, Kirn gets an idea. They use the old man as bait to lure the alien into a narrow part of the cave and they drop C4 onto him and then use another packet of the stuff to try to trap him in the cave. It seemingly works.

Later, the four survivors sit around and have a rabbit dinner and listen to radio reports. They hear a report about Marines killed in a training accident showing revealing to Kirn and the rest that the cover-up continues. Kirn and Riley build a raft to escape. They’ve also packed the film cans of the UFO and alien stuff on the island to reveal all the bad shit that was done in the 50s and what was covered up for decades.

While Kirn puts the finishing touches on the raft for escape, Riley and Watkins go for a swim to get a little refreshed before they are trapped on a raft together all stinky and shit. Soon, Captain Fetterman and more of his bad guy troops show up, and they kill Riley. Fetterman takes Watkins and demands that she show them where the others are. If they’re dead, then she needs to show them where the bodies are. She leads them back to the cave where they trapped the alien. Naturally, Fetterman wants to blow that fuckin’ cave up and see what’s inside.

The old man hears others searching for others. One of Fetterman’s crew is trapped in an alien web, and they can’t get him out. He grabs Kirn and shows him they are no longer alone on the island. At the cave, once broken in, the alien starts killing Fetterman’s goon squad. Watkins escapes and finds Kirn. Soon, two of Fetterman’s guys find Kirn and Watkins and capture them.

One of Fetterman’s guys gets attacked by the alien, and when Watkins attempts to run away, the other Fetterman goon shoots her in the back. Kirn grabs that guy’s hand, forces the gun back onto himself, and shoots him. He carries her off, but she dies shortly after telling him to take Friedman’s camera with what he took pictures of on the island.

Later, Kirn finds Fetterman’s ship passing by. He swims out to it and attempts to find Fetterman to kill him. Fetterman asks if everyone is dead, but not the guys with Kirn, but his goons. He shows that even the guys on his ship are getting killed. That’s because the alien is on board. Fetterman shoots the alien, but we discover the alien can heal itself. Eventually, the two men fight, and Kirn dumps Fetterman into the water. When the alien arrives, Kirn shoots and kills Fetterman seems to make peace with the Xtro, and he’s allowed to leave. The Xtro’s ship appears to fix itself and beams the little fella up into it and flies off.

Kirn later finds the old man on the raft floating near the ship he took over from Fetterman. He brings the old man aboard, and they return to the mainland. As soon as they arrived at the dock, the old man simply disappeared.

We return to the present, and Kirn finishes his story to Erica Stern. She tells him that it’s going to be hard to get his story out because it’s likely already been covered up. The Military Police arrest Kirn and throw him in a loony bin after pinning the deaths of the Marines on him. News reports say that his story is part of delusional and psychotic episodes, and any so-called evidence of UFOs was fake. On the streets of Los Angeles, the old man is pushing a cart with some stuff along like any other homeless man. He sees the news report about Kirn and the story that is being told, and he laughs and starts shouting, “They’re lying!” and tries to convince anyone on the street who will listen to him.

Xtro 3 is far superior to Xtro II: The Second Encounter. However, that wasn’t going to be hard. Xtro II set an extremely low bar to clear. There are interesting things here. The concept that it isn’t just an evil alien monster who wants to kill people or turn the people into beings like them so they can live in the other dimensional plane they are from, or whatever. There is a sense of motive, and it’s at least appreciated by our heroes, even if they have to kill or be killed themselves. I liked all the different ways the alien creature could kill you, or what was at its disposal to use to hunt you. It had acidic spit. It had sticky webs to trap you. It had a prehensile tongue that could shock or slice at you. It had stealth abilities. It had claws. Most importantly, it had the intelligence to be angry, vengeful, and evil. Plus, the design and look of the alien and how it moved and emoted on screen were worth the price of admission alone. I liked the old guy, and I liked the cartoonish villain that is Fetterman.

There’s a lot to at least appreciate. But there are failings here too. Sure, I might like the cartoonish Fetterman or the old man who somehow managed to survive 40 years without being found and killed by the alien. I couldn’t find myself able to really like any other character. I thought I was going to really appreciate Banta after first being introduced to her as a pretty bad apple. For a while, I liked that she took on responsibility. However, when Watkins became a more important character, Banta was dispatched, and I’m not sure I felt anything with her death. Well, that’s not true. I thought, “Well, that’s a character that maybe had potential. Okay.” That’s still to say I didn’t feel much of anything. The other Marines are really paper-thin. There is no reality in which this group of fuck-ups should still be in the Marine Corps. They should be in Guantanamo Bay… but in the prison, not serving there. One of them, Riley, was even killed more or less off-screen.

While I’m on the topic of the characters, the biggest miss was Watkins herself. Here’s a character who, ostensibly, was a member of Fetterman’s elite black ops outfit. However, most of the time, she’s nurturing the old man found on the island or being slapped around by Fetterman. She whimpers and cries and is freaking out as she tries to find Kirn to tell him they were found and they are going to be killed. She’s an incredibly weak character, and we’re supposed to think she’s something of an elite soldier hand-picked by Fetterman to carry out his cartoon villain plots. The actress, Karen Moncrieff, is fine. She’s also quite pretty. However, her character is so poorly and thinly written that she shouldn’t really be here. She’s just here for Kirn to kind of have feelings for and for her to kind of try to get him to come swimming with her.

And my last nitpick about this movie is that it is too long. It’s about 97 minutes in length, counting the end credits. It’s not entirely like there’s not enough to feature in that runtime. The problem is there’s plenty that could be cut and still tell the same story. At a nice, tight 80 or 85 minutes, Xtro 3 could’ve been able to overcome even more of those things that didn’t quite work for me because the pace would have been fast, and we would be able to really cook with it.

Still, if given the choice 100 times between this and the second one to watch again, I would choose this third entry 100 times.

And I’d choose to watch the first one 100 times if the choice were between that one and this one.

Alright, let’s pack it up, Enemaniacs. Next time, I have a real good one. Of all the 80s slashers not part of a franchise, there is only one that I can pick as being the best of the best. It saw what Friday the 13th did and decided to give it a shot, but utilize a New York urban legend to frame its story. Oh yeah, you better get back here next week for 1981’s The Burning.