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Episode Guide: 403- City Limits

Movie: (1984) In a bleak future, teen biker gangs and a sinister corporation battle for control of an abandoned city.

First shown: 6/20/92
Opening: Crow and Tom get Joel to say “ping-pong balls” and Joel soon wishes he hadn’t
Invention exchange: J&tB present Mr. meat & potato head, while the Mads demonstrate pop star Tupperware, featuring Morrissey
Host segment 1: Crow sings: “Oh, Kim Cattrall!”
Host segment 2: J&tB list some of the Fantastic 85
Host segment 3: J&tB keep listing superheroes
End: J&tB try to play the City Limits trivia game, Joel reads letters, the Mads have had enough of Morrissey
Stinger: Tiny radio-controlled death from on high
1 Star2 Stars3 Stars4 Stars5 Stars (197 votes, average: 3.85 out of 5)


• I’m not a big fan of this one. It has its moments (every MST3K episode does) but J&TB seem to be fending this one off, rather than tearing it up. The plot’s confusing and most of the action is a little hard to see. The host segments are just sort of so-so. It’s just sort of a middling episode. Part of the problem is I don’t get why I am supposed to root for the biker kids. An apparently hopeful and rebuilding government has contracted with Kim Cattrall and Robbie Benson to restore basic services. That’s evil why, again?
• This episode has not yet been released on commercial DVD.
• It is, probably, with this episode that the “Turn down your lights (where applicable)” message at the beginning of each episode, was replaced by a title card featuring a still from the movie and a gruff voice (usually that of editor Tim Scott) saying “Mystery Science Theater 3000, show [show number here]; reel one.” But my copy, taped off TV, doesn’t have that. I can’t say for certain, because many showings on CC did not include it and just went right into the episode. However, some commenters say they saw rerun showings where it appeared. My guess: Nobody at BBI told anybody at CC about the change, and some drone at CC looked at it, didn’t think it was something the public was supposed to see, and skipped past it to the start of the theme song.
• The ping-pong ball bit comes from the old “Captain Kangaroo” show. Unfortunately, like so many daily kids shows of that era, most of “Captain Kangaroo” was not recorded and very little of it survives. But a running gag on the show was that the puppet characters would try to trick the captain into saying the words “ping-pong balls,” at which point a veritable cloudburst of the little guys would pour down from the heavens onto the Captain. You had to be there…and you had to be 6.
• Callbacks: Frank’s is humming “I sing whenever I sing” from Giant Gila Monster; Crow’s “help me!” is a callback from a well-remembered “Rocket Attack USA.” “Hi, I’m Max Keller.” (Master Ninja) “…After the Robot Holocaust.” “My own FLESH I don’t love better!” (Sidehackers) “I’m a Grimalt warrior!” (Viking Women), “I feel like a happy king!” (Mr. B Natural), “…not allowed…” (The Crawling Hand) and “McCloud!” (Pod People).
• Mike is just hilarious as Morrissey.
• The opening of the movie says that it takes place “15 years from now.” The movie was made in 1985, so “15 years from now” was 2000. Thankfully the world in 2000 looked very little like the one this movie predicts. (By the way, it’s been more than 15 years since this episode debuted, and it is 15 years [and counting] from “15 years from now.”)
• Early on, there is a very clever solution to the appearance of some brief female nudity when Joel inexplicably feels the urge to stand up and open an umbrella in the theater.
• Kim Cattrall tells the story that one evening she had just checked into a hotel and she turned on the TV and by pure chance host segment 1 was running on Comedy Central. At first she thought the hotel had cooked it up to welcome her. She says she was completely baffled as to why a golden puppet was repeatedly singing her name.
• There’s a mention of “Far Side Gallery,” a book I also owned. That shot does look like the cover, a little.
• Somewhat obscure riff: “I’m still here, Happer, you crap hound!” (From one of my favorite movies.)
• More obscure riff: “But all I have is an alcove!” (From another of my favorite movies.)
• For a full list of the Fantastic 185, visit Ward E.
• A rare moment: Tom does something they almost never do—he quietly explains a riff (after quoting Lady Macbeth). Wonder why they felt that riff, among all the others, needed explaining.
• Several times the movie shows flashbacks of moments we’ve never seen. I assume this was stuff cut by either Film Ventures International or BBI.
• Movie observation: I do love how all the characters get gussied up to beat the band before making their big assault.
• Dated reference: a mention of the shortlived-and-now-forgotten James Earl Jones series “Gabriel’s Fire.”
• Watch the handoff from Joel to Kevin following after segment 3. You can see Kevin moving around.
• There’s another reference to Apple’s System 7, along with observation “we gotta get Windows for this thing.” In 1992 that was actually techie jargon.
• Tom still has ping pong balls in his head in a couple of segments.
• Great throwaway line by Crow: “Daddy needs a new pair o’ hydraulic talons!”
• During her appearance at the second convention, Kim’s recollections about making this movie included always filming at night in a dangerous part of L.A., and suffering with the ever-present stench from a nearby dogfood factory.
• Cast and crew roundup: One of the minor characters in this movie (the guy J&tB keep calling “Michelle Shocked”) is played by a fellow named Dean Devlin. He also appeared in the movies “My Bodyguard” and “The Wild Life” before going on to become a big Hollywood producer, bringing us such mindless, noisy blockbusters as “Independence Day” and “Godzilla.” Premiere magazine ranked Devlin and ID4 director Roland Emmerich No. 44 on 1997’s Power List of the 100 Most Influential People in the Hollywood Industry. Score composer Mitchell Froom has produced recordings for such acts as Los Lobos, Del Fuegos, Crowded House, Elvis Costello, Richard Thompson, and his then-wife (1995-98), Suzanne Vega. He was one of the founders of The Latin Playboys. He also composed the theme from the TV show “Pee-Wee’s Playhouse.” Sound mixer: Mark Ulano also worked on “Being from Another Planet.”
• CreditsWatch: Host segments directed by Jim Mallon. Production person Ellen “Ellie” McDonough joins the show. She’ll be there through season six. This is one of three episodes this season where Andrea DuCane did hair and makeup. Clayton James did most of them. Occasional prop assistant Barb Oswald, who did work back in season three as well, gets a new title this week: “Toolmaster Jr.” Brendan Glynn finishes up a three-episode stint as intern. Additional writer: John Carney. Dr. F’s name is still spelled “Forrestor.”
• Fave riff: “I’m getting beaten up by the cast of ‘Pirates of Penzance!'” “Okay, let’s stop for a moment and look at our scripts. Oh, I guess it DOES say Boy George comes riding in lobbing molotov cocktails.”

137 comments to Episode Guide: 403- City Limits

  • 101
    Cheapskate Crow says:

    I would rate this as a middle of the road mediocre episode and agree with #11 Bob about the best line being the “James Earl Jones at a low point in his career and Kim Catrall at a high point in hers.” I love Crow’s song about Kim too but the movie is just not very interesting. My MST watching friend and I still adapt this joke any time a good actor appears in a bad film or vice versa. I say 3 stars.



  • 102
    stef says:

    To Sampo, the flashbacks were supposed to reference stuff that happened before the film events like Stressfactor says.

    This film is bad, but there are several things I think are kinda neat about it.

    I love the Pingpong balls opening “Wow, those have been up there for months!”



  • 103
    MiqelDotCom says:

    Funny, for me Crow’s “Kim Cattrall” song was hilarious on original airing (and still) even though until recently I had absolutely no idea who she was. For me the funny part is Crow’s obsession, and the gem of how he delivers the line “Kim -i liked your dress at the ace awards- Caaaaatrallllllll”
    I like it more than the comic book sketch.

    Anyhow the movie was not too interesting the first few times, but once I got accustomed to the confusing plot and focused on the riffing it grew on me.

    J&TB really are in a sweet spot here where the riffs are sharp, well paced but still relaxed and natural feeling.



  • 104
    Jason says:

    Why the government is “bad”:

    Think of it in Native American or libertarian terms. The first effort by the government reeks of colonialism. They come in and try to take over the city out from its inhabitants. They say they’re bettering thee city, but they’re really just pulling a power grab. By the end of the movie, the kids have control of their city back (along with Kim Catrall, the sole idealist), and they get help from the government to better themselves while still maintaining local rule.

    Of course, logically speaking, the government probably didn’t change its mind after the small skirmish, and will be coming down with stronger reinforcements next week… but whatever, it’s a bad movie.



  • 105
    schippers says:

    Plug for DEFCON 4 – it’s coming out on a DVD double bill with Hell Comes to Frogtown on December 13, I believe. The battle for the future of the world has begun!



  • 106
    Richard the Lion-footed says:

    This is the first episode I saw that featured a “new” movie that I had seen on HBO a few years before.
    Until then, MST3K featured old, B-level movies I had seen on TV for years. The type independent stations showed late Saturday Nights and rainy Sunday afternoons. I think “Catalina Caper” was the newest movie I had seen until this one. It sort of legitimized the show for me. They were going to take on all movies, not just the easy “older” ones.
    From then on it was a small treat to see them go after films I had seen on HBO or Showtime
    Just recently (Delta Nights, Soul Taker, Even Merlin’s Shop).



  • 107
    Richard the Lion-footed says:

    That was suppose to be Delta “Knights.”



  • 108
    Sitting Duck says:

    @106: Even before City Limits, MST3K wasn’t adverse to featuring more recent fare. Robot Holocaust, Cave Dwellers, Pod People, and both Master Ninjas were all products of the Eighties.



  • 109
    Dan in WI says:

    #106 Richard> “The type independent stations showed late Saturday Nights and rainy Sunday afternoons.”

    So TV stations show a different type of movie on non-rainy Sunday afternoons?



  • 110
    Cubby says:

    @109: Who knows? No one ever tuned them in on non-rainy Sunday afternoons. People would be outside doing things!

    People used to laugh more then ….



  • 111
    Cornjob says:

    Here’s a little shout out to Insect Man #47. This is your episode, like Gamera vs. Guiron is mine



  • 112
    Cornjob says:

    After viewing DefCon 4 my Father described it as being like the Road Warrior without the road, and without the warrior.



  • 113
    dad1153 says:

    I know I’ve seen “City Limits” on “MST3K” before because I distinctly recall watching Joel’s umbrella gag on TV (tough to forget the visual of the prop and the faint outlines of what said prop was covering Cool), but never downloaded it on DAP or recorded it on home video. That means that last time I saw it must have been back in ’96 on its last Comedy Central airings. So, 15 years into the future in 2011 (hazzah! Wink), I finally got to watch “City Limits” again and I neither like it or hate it very much. As someone else mentioned before, future viewings of this experiment can only improve because this ‘new’ first time out its the deadly middle of the movie (from about 20 min. in until 20 min. before its over) that bogs down the experience. Unlike similar apocalypse-set futuristic movies like “Warriors of the Lost World” or “Escape 2000” it’s obvious the filmmakers behind “CL” didn’t have enough money to stage or properly shoot over-the-stop stunts and shootouts that at least keep those Italian productions moving. You have an OK ending and a great closing (killer toy planes and Robby Benson crushed to death by a bike while sitting on his desk? Boss!) but in-between are just endless variations of the same thing: “Warriors” rejects riding around in bikes on badly (and barely) lit streets pretending to engage in a struggle with ‘the man’ (i.e. the Halliburton equivalent of ‘the future’) or, worse, people sitting around saying/doing nothing. I know James Earl Jones is in “City Limits” because I heard his voice saying ‘It’s F.U.N.’ (or was that Crow-as-J.E.Jones’ voice? Drool ) but director Aaron Lipstadt never shoots a close-up of Jones saying/doing anything important, just playing with his car’s cassette deck and controlling deadly RC planes. What a waste of a great actor, but of course the same could be said about “Gabriel’s Fire.” (ZING! Quiet ) Stockwell is OK as the doesn’t-do-anything-heroic hero Lee (carryover good vibes from “Christine” I guess) but pretty much everyone else (including nerdy-looking-on-purpose Kim Cattrall) either phones it in or is just trying too hard.

    The riffing is OK (‘It’s the Leno gang’) but, other than the nearly-run-into-the-ground NBC Mystery Movie jokes (which pays off at the start of #404) and ‘This is CNN’ gags, not very memorable outside of pointing out who the actors are (particularly Kim, duh!) and wondering why they’re there. Forrester’s J.E.Jones-Kim Cattrall career contrast remark pretty much says it all, but then Joel & the bots proceed to make endless variations of the same ‘what is such and such doing in this movie?’ Love that, after the first ambush where Kim escapes with the now-disbanded rebels and they’re hiding in an empty building, a white van drives by with the sound of a siren which cues Servo to do a very faint but clearly-audible instrumental version of the ‘Inspector Gadget’ theme song ROTFL. ‘The Fantastic 85/185’ sounded like a promising host segment gag but, as the show kept going, the names they kept coming with got lamer and lamer (‘Servo-Croatian Man?’). Compared with the names for Ryder on “Space Mutiny” (which kept getting funnier and funnier) either they didn’t give the names too much thought or the writing wasn’t as polished back then as it became with more seasons on the show. And what can I say about Mike’s Morrissey take? Long before the Sci-Fi seasons where Mike could just turn into someone at will in moments of extreme stress he was already doing these amazing transformations as either a visitor/guest in Deep 13 (Torgo) or the SOL (Glenn from “Amazing Colossal Man”).

    THREE STARS (out of five) for “City Limits,” but after two or three more viewings it could easily become a 3 1/2 star episode for me. FAVORITE RIFF: ‘It’s after the apocalypse, nobody’s hiring.’



  • 114

    Amazing collections of business card.Every card is designed perfectly with the combination of colors,theme and creativity all are perfect and best,thanks for sharing the great stuff.



  • 115
    JoelsSpiritIsHigh says:

    At around 10:51, does anyone have any idea what the saxophone heavy music is, during which Crow yells out GOLLLDFINGERRR

    I have looked everywhere, but I can find no track list or soundtrack for this movie anywhere. I found from the credits that John Lurie and Mitchell Froch did the music, but I can not find it anywhere.

    Thanks if anyone knows what the song is called or even which of the two composers did it thanks



  • 116
    Bruce Boxliker says:

    I’d have to put this in the good not great category, but there’s still something about this movie I like. Maybe it’s having actual somewhat-stars, and one actual star in it. Yeah, if you actually think about it, you have to wonder exactly why we’re supposed to root for the biker hoodlums, but it’s a kind-of ‘from their point of view’ thing. Plus, the biker gangs are actually pretty civilized, what with the not killing each other & not eating cat food. Heck, comic book justice seems a lot more civilized than the current justice system sometimes.

    This is also yet another post-apocalyptic movie with seemingly endless supplies of gasoline. They don’t have power or running water, but they’ve got billions of tons of gas. Heck, Albert seems to have a few hundred barrels of it himself, despite living in the middle of nowhere (how else did they gas up the car & motorcycles for the trip back to town?).

    At one point, near the end when they’re starting their attack on EvilCo Inc., the car rams in a metal gate, but there’s a guy who just run past there, and it kind of looks like the gate went flying right into him. Hopefully there were no major injuries.

    Also, the ping-pong ball thing from Captain Kangaroo is likely what inspired the Nickelodeon show ‘You Can’t Do That On Television’, wherein if someone said ‘I don’t know’, they get a large bucketful of slime dumped on them. Thankfully MST3k went with the much easier to clean up ping-pong balls.

    Oh, and I love the Fantastic 85/185. Joel’s enthusiasm really sells it.



  • 117
    Sitting Duck says:

    City Limits fails the Bechdel Test. The only conversation between two women consisted of Wickings and Yogi talking about the wounded guy in front of them.

    Bolo screaming like a little girl is one of those stingers which is absolutely perfect.

    The opening of the movie says that it takes place “15 years from now.” The movie was made in 1985, so “15 years from now” was 2000.

    IMDB lists it as 1984.

    Favorite riffs

    There’s no place like home for the Holocaust.

    Don’t hit me, Mr. Earl Jones!

    Now he’s a Vienna Boys Clipper.

    So the future is ruled by vicious fops.

    “Nobody’s calling anyone stupid.”
    Not on screen, anyway.

    Indiana Jones and the Temple of Goons.

    “Helen, I can sympathize with your feelings.”
    But you’re contractually obligated to finish this film.

    That’s not Old Milwaukee, it’s Colt .45.

    Robin Hood: Prince of Feebs.

    Will you quit being evil over my shoulder.

    The Macy’s Parade, fifteen years from now.

    No acting beyond this point.

    The illegal smuggling of mimes. Nobody talks about it.

    Our Soylent Green tour begins here.

    We have so much fun laughing at the misfortune of others.

    It’s after the Apocalypse. Nobody’s hiring.

    I’m just stalking her. It’s okay, really.

    It’s Stalag 90210.

    Look Smithers, I’m Davy Crockett.

    Jim Henson’s Flying Leatherneck Babies.



  • 118
    Terry the Sensitive Knight says:

    I also have to say this one’s good-not-great. The plot is somewhat baffling and it’s never really explained why a 12 year old Robby Benson runs Evil Co.

    Bruce Boxliker: Also, the ping-pong ball thing from Captain Kangaroo is likely what inspired the Nickelodeon show ‘You Can’t Do That On Television’, wherein if someone said ‘I don’t know’, they get a large bucketful of slime dumped on them. Thankfully MST3k went with the much easier to clean up ping-pong balls.

    YCDTOTV also dumped water on people who said… “water”.



  • 119
    Lisa H. says:

    But a running gag on the show was that the puppet characters would try to trick the captain into saying the words “ping-pong balls,” at which point a veritable cloudburst of the little guys would pour down from the heavens onto the Captain. You had to be there…and you had to be 6.

    I dunno about having to be 6; besides You Can’t Do That On Television, which @116 Bruce Boxliker already mentioned, how about or Laugh-In? Sock it to me!



  • 120
    Richard the Lion-Footed says:

    First, “The ping-pong ball bit comes from the old “Captain Kangaroo” show.”

    Watch it kid. Have some respect for your elders. I remember the Captain and I am not old. That old, that is.

    Second, you are right Lisa, but both those shows were way after the Captain did it.



  • 121
    dakotaboy says:

    is this the first episode that Tom has pink hands? Why the change?



  • 122
    EricJ says:

    Bruce Boxliker: Also, the ping-pong ball thing from Captain Kangaroo is likely what inspired the Nickelodeon show ‘You Can’t Do That On Television’, wherein if someone said ‘I don’t know’, they get a large bucketful of slime dumped on them. Thankfully MST3k went with the much easier to clean up ping-pong balls.

    (joining Richard’s angry-elder brigade)
    Dumping-things may have started with YCDTOT, but make no mistake, “Mr. Moose and Bunny Rabbit” were from Captain Kangaroo.

    Those of us in the Captain-kid generation know the spiritual passed-torch link between Joel/the Captain and Crow/Mr. Moose, and the gag summed up everything we always knew but were too embarrassed to say. Smile



  • 123
    Prime Minister Jm J. Bullock says:

    This episode is actually in my Top 10 favorite list. I’ve loved it since I first saw it.

    I feel the same way. I’m such an outsider Wink



  • 124
    snowdog says:

    Captain Kangaroo was still on into the early 80’s, when I was well into my teens. Mr. Moose really started copping an attitude in these later shows.



  • 125
    trickymutha says:

    Wow I like this one, but, I kinda like them all. Just on different days and different times. This bleak film features hot Kim Catrall, a woman who is off the charts cool, sassy and sexy. And, she is so young and cute. Rae Dawn, Robby Benson and the man himself, Darth Vader round out the incoherent cast. Best paired with Escape 2000 or Robot Holocaust.



  • 126

    401 – City Limits

    Memorable Riffs:
    Servo: “I’d say he’s out of his skull now…”

    Crow: “Aw, damn! We overshot him!”

    Crow: “Look at the back! It’s the audience’s interest curve!”

    Crow: “It’s a little late for script revisions.”

    Joel: “Indiana Jones and the Temple of Goons?”

    Joel: “Bonehead. Heh.”

    Crow: “Oh, and he picks up a spare… rib.”

    Servo: “Um. I’m guessing it’s closed.”

    Servo: “What is this, Pantsless Motorcycle Repair?”

    Servo: “Oh it’s still too hot, gotta take off more clothes.”

    (woman kicks motorcycle over)
    Crow: “Oh, it’s a kickstart.”

    Servo: “These desk jobs will just kill ya.”

    Fav. Riff:
    Crow: “Hey! That’s a cover of a ‘Far Side’ gallery!”

    – Servo’s hands are flesh colored! It’s a tad distracting.

    – We get a callback to the first ever stinger: “Help me!”

    – Servo’s comment about Dick Clark is quite accurate… except for the stroke part.

    – Joel’s umbrella doesn’t *quite* cover the naked lady completely. Not that I’m griping….

    – I wonder why Dr. F didn’t bother mentioning Robby Benson being in this movie? I’d say he’s about as noteworthy as Kim Cattrall.

    – I’d like to point out that it takes *6 minutes* for the film’s opening credits to run through. That’s gotta be some kind of record.

    – Joel, at one point compares the film’s music to Kenny Loggins’ music. Wanna bet that riff came from Mike?

    – Dated riff: When Kim Cattrall struggles with an old computer, Crow suggests she upgrade to Windows. Remember when Windows computers were considered good?

    – In Segment 2, we get a call back from “Cave Dwellers”. The comic books/graphic novels terminology.

    – J&TB seem to think that short woman working on the bike is going pantsless. Well, she actually isn’t. Just wearing a short skirt.

    – At one point they make a Bruce Jenner joke that sounds kinda prophetic.

    State Park joke: “Hey, they broke another gate!”

    – Joel uses the term “homey”. I didn’t know that term was around in 1992.

    – I love how one of the fan letters erroneously refers to the show as “MTS”, and Crow yells, “Wrong!”

    Best Segment: The ‘Kim Cattrall’ segment is a classic, despite having a relatively simple premise.
    Worst Segment: Segment 3 is just a continuation of Segment 2, without really adding anything.

    Overall: Some rather lame host segments, a boring movie, however the riffing is pretty steady. ** 1/2



  • 127
    Mega Weapon says:

    I remember this being in heavy rotation near the end of the CC era, or maybe my roommate taped it and we beat that tape to death, but “Did I mention that I cried?” was a very popular catch phrase among my close friends for many years. I’ve almost completely forgotten the movie though.I hope Shout! can find the rights holders on this turkey someday.



  • 128
    thequietman says:

    “This is CNN…now git off my land!”

    I can’t recall seeing this one before last night as part of this week’s guide entry. Now that I’ve seen it, I can see where it might drag in places, but I’d be curious to see an un-riffed version. It seems like this film was butchered for it’s Film Ventures cut, in addition to whatever the Brains had to cut for time. I wonder if there was any extra cheesecake that Joel would have had to use his umbrella for…

    I’m not six and I loved the opening with the ping pong balls. Joel’s reaction and the sheer amount of balls used sold it.

    Fave Riffs:
    Crow: Everyone shut up, Kim’s gonna say something! Okay Kim, go ahead… Kim? Kim?

    “I’ll meet you at the station…”
    Joel: The Shining Time Station?



  • 129
    ahaerhar says:

    >At one point they make a Bruce Jenner joke that sounds kinda prophetic.
    There’s a “Bruce Jenner is that female” joke in Angel’s Revenge, too.
    iirc he did some drag stuff ostensibly as a gag back in the day



  • 130
    Prime Minister Jm J. Bullock says:

    This movie is the Kevin Bacon of MST3K. You can tie virtually any actor back to it via 6 degrees of separation. Between Dean Devlin, Kim Catrall, Rae Dawn Chong, John Stockwell and James Earl Jones, this movie is the nexus hub for Bacon! check out
    This is the best cast in an MST3K movie, hands down.

    >At one point they make a Bruce Jenner joke that sounds kinda prophetic.
    There’s a “Bruce Jenner is that female” joke in Angel’s Revenge, too.
    iirc he did some drag stuff ostensibly as a gag back in the day

    It probably wasn’t a gag.



  • 131
    Cornjob says:

    This episode is F-U-N. Season 4 was current when I started watching. Good memories.

    “We already have one of you.”

    “You’ve got to be real stupid to get hit by a car after the apocalypse.”



  • 132
    Cornjob says:

    Just who was that lady in the beginning that the main character leaves in her bath? Did he ever go back for her, or is she still there soaking?



  • 133
    Sitting Duck says:

    Cornjob: IIRC she’s the gal with James Earl Jones as he deploys his RC Plane Wing of Doom.



  • 134
    Cornjob says:

    Thanks, but what does IIRC mean?



  • 135
    Sitting Duck says:

    If I recall correctly.



  • 136
    Cornjob says:

    Got it. Thanks again. This little detail has bugged me a little since the early 90’s.



  • 137
    Camera drone says:

    Hi there, I check your blog named “Episode Guide: 403- City Limits « Satellite News” regularly.



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