In Alien3 Lt Ellen Ripley finds herself in a nightmare scenario. She has crash-landed on an abandoned prison planet, ‘Fury 161’, surrounded by a remnant of the inmate population (twenty-five prisoners, a medical officer and two administrators who have opted to remain in a care-taking capacity after the prison/refinery was closed). The prisoners are a violent group of rapists and murderers with double-y chromosome coding, who can only seem to control their excessive expressions of masculinity by fanatically embracing a fundamentalist religion. Ripley sums up the group as ‘a bunch of lifers who found God at the ass-end of space’. On one level, this setting begs for a story of male homosexuality: an all-male prison planet filled with sexual aggressors could be the recipe for a gay male porn classic. Instead, it becomes a tale of excessive masculinity manifested through heterosexual fears and desires. I want to take this discrepancy between homo-possibilities and hetero-manifestations as my point of departure to explore how Alien3s engagement with the Gothic diverts and expresses anxieties about queer masculinity, desire, and sexuality.