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During a period of economic decline, the government of a totalitarian state commissions scientists to research ways for the nation to prosper. One scientist (Alan Oppenheimer) develops an artificially intelligent brain, but before it can be properly tested, it is taken away by the government to build the Fabrication Machine, which is used to provide labor for the people and creates machines for war. Eventually the Fabrication Machine snaps under pressure and turns against humanity, programming its machines to eradicate all forms of life. The scientist later creates a set of nine numbered ragdoll-like "stitchpunks"[7], hoping they will preserve humanity’s legacy and allow life to continue. He brings them to life by transferring his soul into each of them through a mysterious talisman object, and dies as soon as he gives life to the final stitchpunk, numbered "9" (Elijah Wood).9 awakens in the scientist’s laboratory, the world now a barren wasteland, and finds the talisman, which he instinctively takes with him. While exploring the ruined world, he encounters another stitchpunk, 2 (Martin Landau), who tells him of others like themselves before he is captured by the Cat Beast, which steals the talisman and takes 2 towards a towering factory in the distance. 9 escapes the attack and is found by the group of other stitchpunks consisting of 1 (Christopher Plummer), 5 (John C. Reilly), 6 (Crispin Glover) and 8 (Fred Tatasciore), who have all been hiding in fear of the Cat Beast. 9 explains what happened to 2 and insists they save him, but 1 refuses to jeopardize their safety. 5, on the other hand, is convinced to help 9. The two enter the factory and save 2 from the Cat Beast, which is decapitated thanks to the timely arrival of 7 (Jennifer Connelly). Noticing a socket shaped like the talisman, 9 inserts the talisman into it out of curiosity, only to have it open and instantly sucking 2’s soul out, leaving 2 lifeless. This awakens the long-dormant Fabrication Machine[citation needed], making 9, 5 and 7 to flee.Seeking answers about the Fabrication Machine and the talisman, 9 is taken to meet 3 and 4, who reveal details about the machine’s past, though they know nothing about the talisman. 5 tells 9 that 6 might have answers and return to the hideout, where 6 states they must "go back to the source," where the talisman’s secrets can be found. 1, however, berates 9 for awakening the Fabrication Machine and argues that 9 will just lead them to more trouble. Suddenly, the hideout is besieged by the Winged Beast, a new machine created by the Fabrication Machine. Through a combined effort, the stitchpunks destroy the Winged Beast[citation needed], though the hideout is burned down in the process. During their search for shelter, they are attacked by another new machine, the Seamstress[citation needed], which kidnaps 7 and 8 and nearly kidnaps 1 as well, who is convinced to strike back against the machines.9 infiltrates the machine factory where he is able to save 7 and destroy the Seamstress, though he arrives too late to prevent the Fabrication Machine from sucking 8’s soul with the talisman. 9 and 7 escape while others ignite a barrel of gasoline and roll it into the gas-filled factory, causing the building to explode and apparently destroying the Fabrication Machine. As the stitchpunks celebrate by listening to Somewhere Over the Rainbow, 5 wanders off to find the Fabrication Machine is still active, and barely manages to warn the others before the machine grabs him and sucks his soul out. During the nonstop chase,while walking on a bridge 6 tells 9 that they shouldn’t destroy it that the souls of the dead stitchpunks are trapped inside the Fabrication Machine when suddenly the fabrication machine reaches out from below the bridge and grabs 6. While he is being pulled down by the machine, he says to go back to where he had awoken, then the fabrication machine sucks his soul out leaving him lifeless and dropping him into a deep chasm. Despite this, 1, 7, 3 and 4 plan to destroy the Fabrication Machine anyway, believing the dead souls cannot be saved. 9 decides to heed 6’s final words and returns to the laboratory where he first awoke and found the talisman, determining it to be "the source".Back in the laboratory, 9 finds a message from the scientist explaining how to use the talisman. When the others begin their attack on the Fabrication Machine, 9 returns with a plan to take the talisman back from the machine and use it to retrieve the souls, intending to bait himself to the machine and sacrifice his soul. 1, however, ultimately makes the sacrifice instead, allowing 9 to use the talisman to retrieve the souls, destroying the Fabrication Machine in the process. Afterward, 9, 7, 3 and 4 set up a memorial for 1, 2, 5, 6 and 8. 9 opens the talisman and releases the souls, which rotate up the sky. A rainstorm begins with each raindrop having a part of the stitchpunk’s soul, leaving the future in the hands of 3,4,7 and 9 and the spark of life renewed.