- 1 hr 35 min
A meteorite crashed to Earth with a malevolent hitchhiker on board. A man named Grant Grant (Michael Rooker) finds it, and the parasite on board infects Grant, taking over everything that he is and using him for its own purposes. Grant begins to change, and the thing inside him tries to hide it from his wife Starla (Elizabeth Banks). When her suspicions are too much to ignore, Starla contacts sheriff Bill Pardy (Nathan Fillion). Pardy does his best to find logical explanations for Grant's behavior to try and reassure her. However, it isn't long before Grant's behavior draws attention from law enforcement. Things begin to take a turn for the worst when Grant seduces Brenda. Far from simply lust though, he plans to use her to incubate his young. Grant locks her up, killing pets and feeding them to her as she grows the young, turning into a morbid, bloated creature. Pardy leads a search team to the barn while looking for Grant, and Brenda bursts, showering the team with the creatures inside her. Pardy escapes, but most of the people are infected, turning into shambling, grotesque creatures reminiscint of zombies. A bizarre survival scramble ensues, with Pardy and the rest of the uninfected townsfolk trying to find a way to kill Grant. Before they can though, the infected people (who share a mind link with the Grant creature), kidnap Starla. Pardy and company follow and find a disgusting beast made from the amalgamation of people as they meld into a huge, flesh construct that is Grant. Starla gets close and stabs him, and Pardy is about to be infected when he shoves one of the creature's tentacles into a propane tank. Starla shoots the Grant thing, and it explodes, destroying the creatures and ending the threat. However, as the survivors wander away, a lone parasite burrows itself into a cat, meaning that it might not all be as over as it looks.