In another retelling of the story by Jack Finney, Marti Malone's traveling with her dad on holiday. At a gas station, a soldier tells her to not sleep, because 'they' get you when you sleep. Once in the base, she and her father see people acting odd, and soon realise they're aliens.

Director: Abel Ferrara

Writer: Jack Finney, Raymond Cistheri, Larry Cohen

Actors: Gabrielle Anwar, Meg Tilly, Terry Kinney

Production: N/A