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Francine Parker wakes up from a nightmare on the floor at the studios at WGON-TV in Philadelphia, where she worked as assistant manager. The sound from the monitors instilled images in her subconscious as she slept; the sound of the live studio discussion between Sidney Berman and Dr. James Foster. "Every dead body that is not exterminated becomes one of them! It gets up and kills! The people it kills get up and kill!" Foster cries out, met by incredible skepticism by the studio technicians that formed the audience. Of course, they still don’t quite know what is happening – that a few days prior, the dead started to return to life. 

Just where Foster came from and what his specialty is, is not learned, but he does announce that martial law has been instituted by the government for all major cities, making any attempt by civilians to remain at home or in a private residence a crime, no matter how safely it seems to be secured. We learn through the frenzied studio staff that the shelters are closing down – possibly due to being overcrowded or overburdened, or under-facilitated. And WGON’s director Givens, in the interest of ratings(!) orders the staff to keep these inoperative stations scrolling on people’s screens at home. Fran is very vocal about the possibility of potentially murdering people by sending them to these hazardous areas. Just as a technician informs Fran that the Emergency Broadcasting Networks are taking over the signal, Fran is met in the crowded studio by her boyfriend Stephen Andrews, who also works for WGON doing traffic reports. He tells her he wants her to meet him on the roof at nine where the two will escape out of the city in the traffic chopper." "We have to survive. Someone has to survive!" he tells her.

During the evening, a S.W.A.T. unit surround tenement building 107 in the ghetto, in an effort to remove residents who have been illegally harboring their dead loved ones. Roger DeMarco, a blond trooper calmly tries to guide a rookie officer named Rod Tucker. Another officer, Woolly nervously shouts out racist slurs as they wait for their residents to surrender. When they instead emerge opening fire on the unit, the first victim is poor rookie Tucker who is shot right in the forehead. The Latinos soon killed off, the unit moves into the apartments with gas masks as tear gas fills the rooms. Once inside, Roger struggles to subdue one wild-haired female zombie. Another ghoul -"Miguelito" - bites the neck and forearm of his terrified wife. A hopeless trooper commits suicide. If things weren’t chaotic enough, Roger witnesses Wooley shooting wildly into random rooms, as the rest of the unit stand helpless to overcome the crazed soldier. Finally a tall masked S.W.A.T. notices what is going on and fires his M-16 at Wooley. Before Roger can see who it was – the gunman disappears into the crowd. While catching his breath in an abandoned laundry room, Roger finally meets the man that shot Wooley. Peter Washington emerges, revealing himself to be a black trooper of few words. Roger persists in talking, offering him a cigarette and feeling an obligation to invite to meet up with his traffic reporter friend plans to escape in the WGON helicopter. Before Peter replies to the request, before he even possibly has time to think, a door suddenly opens. Emerging is a coughing black priest, who tells the pair that the people of building 107 have been keeping their dead in the cellar and have surrendered, allowing the S.W.A.T. to destroy the bodies. "We must stop the killing - or lose the war" the old priest warns, as he hobbles away on a wooden leg.


The action turns to the boarded-shut cellar door. A few S.W.A.T. troopers punch through the boards and a moment later the grey-colored hands of the deceased are punching through at the men through the slats; the mobs of zombies, some young teenagers, overwhelm the troopers and they ascend a stairwell. As the unit tries to control the new horde of flesh-eaters, Peter and Roger enter the cellar, and dutifully shoot the reanimated dead bodies in their heads. Peter at one point sheds tears and tells Roger "they still believe there’s respect in dying."

While at the Delaware River Patrol police dock refueling, Stephen checks out the office and discovers the operator was shot dead. When he leaves he is confronted by a group of officers that have caught him stealing ‘company gasoline.’ Stephen suspects that they were the ones that killed the dock officials and are now posing as officers. Just then Roger and Peter arrive in a squad car, and the cops flee into a boat, loading cartons of supplies. One informs Steve that they’re heading for an island somewhere. Roger quickly introduces Peter to Stephen and Fran, and the foursome take off in the helicopter where they catch up on sleep.

Approaching Johnstown the morning after, Stephen realizes it is time once again to refuel. Below them, posses continue to move through the Pennsylvania farm areas, destroying every walking corpse in sight. National Guardsmen, local fire safety and police units have joined up to safeguard any unarmed civilians – although none appear to be in sight. Stephen remarks "those rednecks must be enjoying the whole thing." And they are. Drinking beer and coffee, snapping photos and laughing as they occasionally blast a few zombies in the wild.

Landing at a small private airfield in Beaverdale, Stephen worries that civilians might have hit the pumps and taken off. As Roger pumps the whirlybird, Stephen and Fran check out the hangars to see what's left. Peter wanders off into a chart house and has some coffee while looking at posted letters from people who’ve left town. Of course, they’ve left some things behind. Peter hears some noises behind a closet door – something is trying to get out. Without a second thought he shoots about head level. The noises continue until two young children burst out attacking Peter until he is able to shoot both with his M-16. Stephen and Fran, upon hearing the gunshots, scurry back right into the clutches of two more zombies. Steve uses a hammer to kill one of them and they run past the other. Another square-headed ghoul approaches Roger, stepping on boxes until the top of his head is cleanly ripped off by the helicopter rotor. Steve snatches Roger’s M-16 from the helicopter and darts off to take care of any remaining ghouls. One particularly mutilated, bald ghoul entering the chart house catches the endangered Peter off guard and Steve aims – proving he truly has no experience with sharp-shooting. After wild bullet fire, Roger comes to Peter’s rescue by ridding of the zombie with a single shot. Everyone is feeling tense at this point, wondering where they’re heading, if they will be caught by any authorities, if they will eat, or sleep or..

The following morning finds the restless renegades passing over the seemingly evacuated Monroeville Mall just outside of Pittsburgh. Though there’s walking dead in the otherwise vacant parking lot, A perfect place to stop as Stephen lands the bird down (on the conveniently placed helipad on the roof.) While peering through the skylights they notice the gates are rolled down in the stores. They also notice Civil Defense supply boxes in a storage room. Peter decides to break one of the skylights. When Fran asks why they’ve managed to come here, Stephen rather matter-of-factly replies: "Memory. Some kind of instinct. This was an important place in their lives."

After eating some of the canned spam from the supply boxes, Stephen takes a much-needed nap; Peter and Roger take a look around the lower level maintenance room, grabbing walkie-talkies and a set of ‘keys to the kingdom’ and turning on the mall Muzak in the process. Fran wakes Steve who rushes off (with a gun) to join them. At this point, Roger and Peter have made their way into a Penney’s department store and are loading up a wheelbarrow with a TV, a radio, lighter fluid, and other ‘essential’ supplies. They also attract enough hordes of the dead consumers to an opposite side of the store while attempting to go back to return to their hideout without any of the zombies noticing.

Stephen finds a mall map in the boiler room, until the office manager, smeared with blood, finds him. Misfiring until he is down to one bullet, Steve finally kills the ghoul. Entering the mall, he meets up with Roger and Peter at the Penneys, clenching the map book all the while. Tempted by all the goods and luxuries to be had, the men decide to stay in the mall. Stephen points out that crawling in the air ducts lead back to the storage room so they make their return by starting in the Penney’s elevator shaft.

Fran escapes a pathetic looking Krishna zombie who’s found its way to the storage room, fending the creature off with road flares until the men come to her timely rescue. With the group taking a rest, Steve tells Fran that the mall will be their home for a while to come. Peter is concerned that the chopper on the roof might reveal their presence in the mall. Steve confesses that his fiance is pregnant. Peter offers to abort it if necessary unaware that Fran is listening to their conversation in the nearby room. This doesn’t stop her from wanting to learn how to fly the helicopter just in case. She later makes it clear that she doesn’t want to be den mother for the men, and proves she can handle a gun too.

Day three begins with the plan to keep the dead from continuing to pass through the entrances. On the television, an in-studio discussion is coming from some station somewhere. Dr. Millard Roush (with his strange eye patch and glasses) explains that the living dead are not cannibals – they do not feed on each other. He also points out that they feed only on warm flesh and "must be destroyed on sight!" The TV commentator reports that the Center For Disease Control has started work on a vaccine. Through binoculars, Roger spots a few 18-wheelers in a nearby lot, while on the roof. Convinced the trucks can be hotwired and driven and parked in front of the entrances, Roger gets Peter to help and Stephen to watch from the chopper. Peter narrowly saves Roger from an attack. After retrieving some tools mistakenly left in a truck, Roger climbs back into Peter’s truck and is bitten on the arm and the leg. Rushed back to their sanctuary, Roger begins to go into fits induced by Morphine injections. The others leave Roger in a bedroom deliriously ranting, "We whipped ‘em! And we got it all!"