This science fiction film tells the story of a young boy named David MacClean who sees a bright flying saucer up in the sky that then lands behind his home, burrowing down under the ground, into a sand pit. He tells his father, who goes to investigate, but there is something different about the man who comes back inside the house. Soon David is noticing that more and more people are acting differently, and the Army is called to investigate whether or not the invaders from Mars are trying to take over the human race by controlling their minds.