One night, young David McLean sees a spaceship crash into a nearby sandpit. His father goes to investigate, but comes back changed. Where once he was cheerful and affectionate, he's now sullen and snarlingly rude. Others fall into the sandpit and begin acting like him: cold, ill-tempered and conspiratorial. David knows that aliens are taking over the bodies of humans, but he'll soon discover there have been far more of these terrible thefts than he could have imagined.
In this remake of the classic 50s SF tale, a boy tries to stop an invasion of his town by aliens who take over the the minds of his parents, his least-liked schoolteacher and other townspeople. With the aid of the school nurse the boy enlists the aid of the U.S. Marines.