Raymond Cocteau is killed by Phoenix, who tries to re-animate the entire cryoprison to start a new reign of terror. Spartan arrives at the cryoprison and causes the unstable Phoenix to destroy it while trying to kill him. In the process, Phoenix is frozen and then Spartan kicks off his head, killing him. Spartan tells Chief George Earle and Edgar Friendly to accomodate each other and form a new government to replace the late Cocteau. Spartan finally gets to kiss Huxley over the credits.