The Dwarfers use a prototype "matter paddle" to teleport to a nearby planet with an S3 (or Earth-like) atmosphere. They discover the planet has been visited by humans many years previously, who populated the planet with "wax droids"; animated wax works of famous characters from Earth's history. Lister and Cat are taken prisoner by Caligula, Adolf Hitler and Godzilla, whilst Rimmer and Kryten lead a resistance group against them along with Albert Einstein, Marilyn Monroe, Gandhi, Winnie the Pooh, Mother Teresa and Elvis Presley.
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