A small-town doctor learns that the population of his community is being replaced by emotionless alien duplicates.
Kevin McCarthy
as Dr. Miles J. Bennell
Dana Wynter
as Becky Driscoll
King Donovan
as Jack Belicec
Carolyn Jones
as Theodora 'Teddy' Belicec
Larry Gates
as Dr. Dan 'Danny' Kauffman
Kenneth Patterson
as Stanley Driscoll
Virginia Christine
as Wilma Lentz
Jean Willes
as Nurse Sally Withers
Ralph Dumke
as Police Chief Nick Grivett
Guy Way
as Officer Sam Janzek
Bobby Clark
as Jimmy Grimaldi
Beatrice Maude
as Grandma Grimaldi
