is everything all right? officially, we're in england.

the u.n.c.l.e. agents have arrived. the u.n.c.l.e. agents have arrived. repeat, the u.n.c.l.e. agents have arrived. turn on the set. so far so good. speed up.

not too close, petrakis. not too close! so i was right. mandor is not far away. ah!

open it. the smaller key. well, mr. solo, you came here against my wishes. now valandros knows i am in the area. he knew that already. that's why we came. now that you are here, what do you propose to do?

a new hideout? we have to know exactly where you are from now on. we have to be able to reach you fast. every resource that belongs... and you choose the place, you know exactly where i am,h? i am at your mercy, i am becoming your prisoner? i have an assignment, mr. mandor, and that is to protect your life at all costs. you will protect my life? you will save me from valandros? there will be no move, no hideout, nothing. i will protect myself. i ask you to remember who i am. i am pharos mandor. yes, i haven't forgotten. i will remind you again i was second man in thrush. i lost out in a struggle for control. i am no ordinary defector, mr. solo. we are equals, you and i. i trade information for money, and for as much protection from u.n.c.l.e. as i deem necessary, not you.

valandros to thrush central computer. -begin recording. -recording. the report that pharos mandor, formerly first central, is in the lisbon area has now been confirmed. two u.n.c.l.e. agents, solo and kuryakin, have arrived here secretly. they were followed by one of our men, petrakis by name, who was killed. the killers used rifles of thrush design. i await computer analysis. analysis: because mandor has defected from thrush, solo and kuryakin have been assigned to extract information from him. it is imperative that we know all information that mandor has given u.n.c.l.e. it is imperative that he be stopped from ging more. these faces have been chosen as the most likely disguises that mandor would assume. oh, mandor will disguise himself in his own way.

om everything that is known about him, his background, his personality, his emotion. don't tell me about mandor, i was with him for 20 years! there's no disguise he can take that i can't penetrate. i was with him to the very minute he tried to take over thrush. what do i need with these projections? when the time comes, i'll recognize him, and mandor will pay. he'll pay. i know valandros. think he will not find me? you think because he is here today he will not be there tomorrow? valandros is my creature. he was cruel, i made him monstrous. was cunning, i made him brilliant. he had five senses, i gave him a sixth. no, valandros is the one man who willinally hunt me down, mr. solo. no, mr. solo, i stay right here. i protect myself. i have prepared my defenses.

kness: a certain kind of girl. blonde, willowy, that girl. apparently i can't force you into a new hideout, but we know about a weakness, valandros also does. that girl will be seen in town. she'll be seen coming and going. oh, the girl must go. do you have the authority to make a trade? about the girl? as your dossier says, i have a weakness. the girl stays. what would you take to kill valandros? we're not in the business of assassination, mr. mandor.

oh, unless of course you are satisfied with destroying thrush piecemeal, a minor headquarters here, an obscure command post there. but you kill valandros, and i will give you the information mr. waverly really wants... the names of the thrush leaders in moscow, london, new york. you cut off the head, mr. solo, the body dies instantly. now, to bring all of this about, my friend, all you have to do is pay my price. r, your price is. too high. show mr. solo to his quarters. you'll be smuggled out of here tomorrow. in the interim, think things over. enjoy the surroundings. talk to the lady, her name is leslie.

i see, mr. kuryakin, you were followed immediately after picking up mr. solo. yes, sir. well, perhaps there's a leak in security. i'll have a blanket secrecy put on you and mr. solo. thank you. uh, and i'd appreciate it if you'd have me picked up as soon as possible. i feel rather inoperative out here. i'll notify the appropriate people at once, mr. kuryakin. good. i'd be very grateful. oh, how is operation ankara going? thanks to mr. mandor's information, thrush turkey no longer exists. u.n.c.l.e. has just destroyed thrush headquarters in turkey. and the personnel? killed or captured, all of them. greece, south africa, and now turkey. one by one, u.n.c.l.e. is eliminating the centers of our enemies. soon, our own men in thrush will be strong enough to take over, huh?

these u.n.c.l.e. agents, let them treat me... like a defector, a renegade, a hireling. their contempt, their money, their threats. threats? they are holding valandros against my head like a gun. there is nothing, nothing for us until valandros is dead. now that the u.n.c.l.e. agents are here... yes, the next step.

i see. who tipped us off about him? do we know yet? all right, you do as instructed. kuryakin has just been brought in, a top u.n.c.l.e. agent. handin' over a gift! yes? recording for thrush central will begin immediately. we're taking infrared films of the area where our man was killed. it may lead nowhere, but the pieces are beginning to fall into place. we have just captured an u.n.c.l.e. agent, kuryakin,

we now have a perimeter around mandor and we will tighten it. if that is too slow, mr. kuryakin will help speed it up. hi, mind if i sit down here? suit yourself. thank you. i was going to talk to you earlier but there were obstructions.

no, i mean obstructions. these. what are they? bugs, or more commonly known as microphones. they're all around here. but we can talk now. about what? about you. i want you to get out of this place. leave? there's gonna be trouble starting around here. don't ask me any questions, just pack up and get out of here while there's still time. who are you? well, that's a long story, and as i said, i don't have time. you'll just start... can't go, he won't let me. i've been trying to get out of here every day for two weeks. every day he says "tomorrow," every day he promises. what's going on around here? who is he? you don't know? how did you get here in the first place? by helicopter. oh. voluntarily? look, i don't know who you are, but... but i believe those microphones.

one day i get invited to a plush thing, this. some big shipping magnate called platinedus is throwing the biggest party of the season. and a servant comes around and shows me a guest list. you should have seen it... kings and queens. and they put a helicopter at my disposal. oh, look. there's a thing called the jet set, i've been invited like that before. oh. anyway, i get here and nobody's here. just mandor. and you know something? he never even made a pass. hm. astonishing. excuse me, it's time for my shower. you have disconnected the microphones, mr. solo. what was it you did not want me to overhear? i was talking to your guest.

but i have more urgent news for you. your colleague, kuryakin, has been captured by valandros. i arranged it, mr. solo, but there is really not much to worry about. valandros will keep kuryakin alive...for a while anyway. when he discovers after all his tortures that kuryakin has no idea where i am, he'll give up and kill him. i'm going to repay you for this, mr. mandor. personally. well. you have done about what anyone can under the circumstances. you have made the threat. i take it seriously. and now, a swim? relax a little before you leave. there will be plenty of time to rescue mr. kuryakin. naturally, you will have to attack valandros.

you're going to have to. we've used every method to probe his mind. he has no idea where mandor is. we were told where to find him, but we can't trace the tip. why? whoever tipped us... wants me killed by u.n.c.l.e. the master's touch. all right. get up, do you hear me?

i am valandros. you were betrayed by mandor. did he speak? no. nothing yet. repeat after me. i was betrayed by mandor. i was b... betrayed. betrayed, repeat after me! he has not yet been fully treated. then treat him! "i was betrayed by mandor." i want him to be able to say nothing else. "i was betrayed by mandor." i'll have to destroy his mind, turn him into a vegetable. it'll take some time. then take the time! "i was betrayed by mandor!" now when that's all that he can speak, then we'll release him to u.n.c.l.e. before they can effect a rescue. if i don't succeed at killing mandor,

it's very impressive. do you own it or rent it? i rerchased it with the money your good organization so graciously provided. mm, that's much better. am i to ride all the way to lisbon in this? i can assure you you will ride most of the way in comfort. goodbye, mr. solo, save your friend kuryakin. do not toy with valandros.

climb in. you can take it to lisbon and keep it. and don't look around. well, this is my day for surprises. you did very well, you didn't move a muscle. well, i'm a model, i could pass for a statue if i had to. look, i know you got me out of something bad back there. i mean, i know you stuck your neck out. did i?

did arrange it, didn't you? i'm afraid i didn't. i suspect it was mandor's doing. mr. solo, do you hear me? very clearly, mr. mandor. there is nothing to fear. the car is not boobytrapped. i, uh, i merely decided to take your advice and rid myself of miss welling. rid himself? take care of her. it's okay, let's get in. who is he?

i'm in some ki of danger, i know it. go ahead, tell me, what is it? i don't know, but i know he didn't drag you all the way out to his villa to let you go, not this way. solo, i'm scared, like out of my wits. just relax. where are we going? well, i don't know about you, but i have a feeling