|“||"Lookit — they're all on their way to a George Romero film festival!"||”|
Retik orders Krog to drop an atomic bomb on a crater in order to trigger a volcanic eruption. Krog complies, and the eruption causes torrential rains and flooding which seriously disrupt transportation and defense measures on Earth.
Tom Gregory (Robert Hutton), a Los Angeles-based sports reporter, is flying into L.A. and lands his private plane after a rough descent through some kind of opaque midair disturbance, only to find the airport deserted. He meets Professor Galvin (Robert Burton) and his two daughters, Bonnie (Judee Morton) and Lisa (Susan Hart), who tell him that the city has been overrun by huge, hulking, slime-covered subterraneans called Slime People, who appeared out of the sewers and other underground water concentrations. Appearing out of a strange thick fog apparently generated by a device of their own, they've killed hundreds, possibly thousands, panicked the population, fought the army to a standstill, and have now cut off the city with a wall of solidified fog. The professor's reasoning that salt would be effective against slug-like creatures gives them a weapon against the Slime People. But clearing them all out and freeing the city requires an assault against the creatures' own stronghold, which becomes even more essential when Bonnie is taken prisoner. 
- The producers originally planned to have creatures called voles in the film as well as the slime people. The voles would have been wolf-like animals from underground that had been domesticated by the slime people, but the were left out of the final script.
- The scenes of devastation supposedly caused by the fight with the slime people (shown briefly while the group is driving away from the airport) is actually footage of the Hollywood hills shortly after a wildfire swept through the area.
- The scenes in the butcher shop and freezer were filmed in an actual butcher shop owned by the father-in-law of actor Robert Hutton in Lancaster, California.
- The two bums who appear in the theater are played by Joseph F. Robertson and Edward Finch Abrams, the film's producer and associate producer, respectively.
- Blair Robertson, who was one of the scriptwriters, plays Mrs. Steel in the TV news footage.
- According to director Robert Hutton in a 1989 interview, designing and making the slime people costumes consumed over half the film's entire budget.
- The only film directed by Robert Hutton, who continued acting in England, where he wrote the script for Persecution (1974), starring Lana Turner (because he didn't like cats).
- In an interview, star/director Robert Hutton said that neither he nor the stuntmen were ever paid for their work in this film.
- Susan Hart didn't have to read for the role of Bonnie Galbraith; she was automatically cast on the basis of her attractive looks alone when she showed up for the casting session.
- Because of this film's low budget, Susan Hart was given only $35 to buy her own wardrobe.
- Richard Arlen was originally considered for the role of Prof. Galbraith.
Prologue: Joel and Tom are having a rough morning, but Crow shows up all chipper complete with a "morning poem". Tom follows up that he hates "morning bots".
Joel - cartoon eyeglasses
Mads - screaming cotton candy
Segment Two: Crow and Tom take Commando Cody to 'reality court'
Segment Three: Joel and the bots talk about how stupid the movie is, then go off on a tangent about how to create a better show
Segment Four: The bots fill the Satellite of Love with lots of thick fog
Ending Segment: Joel bakes a pie and reads a letter
- Tom Servo does not appear in the closing segment.
- This is the first episode in which they add a blue tint to a black-and-white movie, presumably to help shadowrama be more visible. It’s a practice that will continue into the fourth season.
- Both inventions are props from Joel’s standup act.
- This is the last episode to air during the 80's.
- "Well, it's a broken water main Ralphy Boy"
- A reference to Ed Norton from the TV show The Honeymooners: he worked in the sewers of NYC.
- "Oh it's Tom Waits on a bender"
- The character in question resembles the well-known American singer.
- "Hey mikey, she likes it!" while kissing the girl.
- A reference to a classic Life cereal commercial from the 1970s.
- "Lovely, Lovely!"
- This is a reference to the necktie killer in Alfred Hitchcock's Frenzy.
- Released on DVD by Shout! Factory in July 2013 on Vol. XXVII with Rocket Attack U.S.A., Village of the Giants and The Deadly Mantis.
- DVD special features include an interview with Judee Morton and the original theatrical trailer.
- Digitally available through Shoutfactorytv.com, Youtube, Rifftrax, Amazon Instant Video, iTunes, Vudu, and VHX.
|preceded by: Season 0||MST3K Season 1||followed by: Season 2|
|1989 - 1990|
|101||The Crawling Eye||1989-11-28||106||The Crawling Hand||1989-12-26||111||Moon Zero Two||1990-01-30|
|102||The Robot vs the Aztec Mummy||1989-12-05||107||Robot Monster||1990-01-02||112||Untamed Youth||1990-02-06|
|103||The Mad Monster||1989-12-12||108||The Slime People||1990-01-09||113||The Black Scorpion||1990-02-13|
|104||Women of the Prehistoric Planet||1990-02-20||109||Project Moon Base||1990-01-16|
|105||The Corpse Vanishes||1989-12-19||110||Robot Holocaust||1990-01-23|