This movie is literally all over the place. Aliens decide to invade earth by employing astro-zombies which run around on a rampage, unconvincingly hacking and slashing people just sitting around, basically waiting to get killed. A woman reporter (Brinke Stevens) is on the scene, as well as her boyfriend who works for the CIA (and looks about half her age), an FBI agent, plus there's some crazy 70+ Joan Collins-looking woman who insists on showing marks on her breast (Aaaak!) whenever she claims she was abducted by aliens, then there's some George Carlin-lookalike doctor who teams up with a psychic or something, plus Tura Satana (from the first Astro-Zombies movie) and her dimwit henchman who looks like Vincent D'Onofrio from MEN IN BLACK who hope to cash in on the invasion. On top of this, there's plenty of random scenes of government officials sitting around a table saying vaguely important things, plus some "doctors" chillin' in an E.R., and John Carradine's head kept alive in a lab.<br /><br />With so many characters and so much stuff going on, this movie is totally out of control! If I had any clue as to what was going on, I might have enjoyed it in other ways, but as it is this movie is purely for laughs. Mikels certainly has improved his style since the 60's in that his newer films are much more briskly-paced, more entertaining, and action-packed (he has a funny cameo which cleverly incorporates his earlier cameos). The special effects (including some pretty decent CGI) range from laughably terrible to surprisingly good. The acting, on the other hand, is all-round abysmal with the sole exception of the only real actor in the movie, Brinke Stevens (who looks quite good in that short skirt of hers).<br /><br />The problem with the movie though is that it takes itself too seriously when it's obvious it benefitted the most from the unintentional comedy. The scenes of zombies running around various industrial areas and hacking people are totally hilarious indeed, but sandwiched between too many random scenes of talking heads. The film then seems to randomly cut back and forth between the many subplots, and the same zombie keeps waking up in the alien spaceship a total of about five times. Even sillier is how so much of the actors' screaming is obviously ADR, so much clearer than the regular dialog, which is often either muffled or rendered inaudible due to the constant loud music. Only the scenes involving Satana seem to be intentionally funny. <br /><br />I don't know how to sum this one down - it felt like I sat through 8 movies at once; bewildering, confusing, laughable, yet somehow very entertaining. It has a great beginning, ending, and some scenes in the middle, which is the best one can really expect for a movie obviously shot with no money but a lot of enthusiasm.<br /><br />Much better than the first film, which was 88 minutes of characters standing around explaining to each other how the Astro-Zombies work, and 2 minutes of killin'. This one's more like 20 minutes of killing, 20 minutes of aliens, and 30 minutes of characters talking to each other and looking confused, then 15 minutes of cars driving around and various other random stuff.<br /><br />Too bad MST3K missed out on this one - it's ten times funnier by itself than most of their better episodes.