starts a countdown that at the end will transform the two into tomatoes. He and Igor then leave with a captive Tara to raid the prison and start Dr. Gangreen's plan for world domination but Wilbur and his team rescue them just in time (with help of a sports joke calling for a "time out" in the film). At the prison Dr. Gangreene transforms a bag of tomatoes into a massively-muscled and well-armed assault team and they storm the prison. While fighting Tara breaks away and Gangreen and Igor chase her, who are in turn chased by Chad, Matt, Wilbur and the others. They find Gangreen and Igor have imprisoned Tara in a gas chamber and threaten to gas her if the pursuers do not surrender. Also Igor has a hand grenade. In the ensuing fight FT throws himself on the live hand grenade before it explodes and Gangreen successfully triggers the gas. As the fumes envelope Tara behind the door she and Chad have a tearful farewell and it appears Tara is finished. Matt presses a button to clear the gas from the chamber. A distraught Chad opens the door to find an unharmed Tara; she isn't human so the gas didn't hurt her. Dr. Gangreen triumphantly plays music to transform Tara back into a tomato but nothing happens; exposure to the gas has made Tara permanently human. The town celebrates, where FT is the guest of honor (along with heavy marketing for FT-related merchandise). Chad and Tara ride off into the sunset with the blessing of Wilbur, who asks where is Matt. He is told that Matt was ordered to dismantle Dr. Gangreen's transformation machine to Wilbur's satisfaction. The film ends with Matt on the beach, holding a tomato and surrounded by several buxom bathing beauties. As the credits roll, the director's mother angrily orders the audience back in their seats, saying her son worked hard on this film and they will give the crew their due. A post-credits scene shows mutated carrot soldiers with rifles, having killed two humans. Cast Anthony Starke as Chad Finletter George Clooney as Matt Stevens Karen Mistal as Tara Boumdeay Steve Lundquist as Igor John Astin as Professor Mortimer Gangreen J. Stephen Peace as Wilbur Finletter Michael Villani as Bob Downs Frank Davis as Sam Smith Harvey Weber as Sid Charlie Jones as the Sportscaster John De Bello as Charles White Ian