(crashing cymbals) (dramatic instrumental music) (gentle instrumental music) - Greetings, my friend.

We are all interested in the future, for that is where you and I are going to spend the rest of our lives.

And remember my friend, future events such as these will affect you in the future.

You are interested in the unknown, the mysterious, the unexplainable.

That is why you are here.

And now, for the first time, we are bringing to you the full story of what happened on that fateful day.

We are giving you all the evidence, based only on the secret testimony of the miserable souls who survived this terrifying ordeal.

The incidents, the places, my friend we cannot keep this a secret any longer.

Let us punish the guilty, let us reward the innocent.

My friend, can your heart stand the shocking facts about grave robbers from outer space?

(lightning crashes) (dramatic instrumental music) (gentle instrumental music) All of us on this earth, know that there is a time to live, and that there is a time to die, yet death is always a shock to those left behind.

It is even more of a shock, when death, the proud brother, comes suddenly without warning.

Just at sundown, a small group, gathered in silent prayer around the newly-opened grave of the beloved wife of an elderly man.

Sundown of the day, yet also the sundown of the old man's heart, for the shadows of grief clouded his very reason.

The funeral over, the saddened group left the graveside.

It was when the gravediggers started their task that strange things began to take place.

(engine rumbling) - Fifteen to four.

Yup, right on schedule.

There's the ol' San Fernando Valley out there now.

- You better radio in for landing instructions, Danny.

- Right, Jeff.

Burbank Tower, this is American Flight 812, over.

Wouldn't surprise me any if he's asleep this time of the morning.

- [Mac] American Flight 812, this is Burbank Tower.

If I were asleep you'd never get on the ground!

In your case, maybe I'll leave you up there for good, over.

- You got me that time, Mac.

This American Flight 812 requesting-- (wind howling) - [Mac] Burbank Tower to American Flight 812, over.

Burbank Tower to American Flight 812, over.

- Holy mackerel.

- [Mac] Burbank Tower to American Flight 812.

Are you in trouble?

- Trouble?

- Take a look for yourself.

- What in the world... - That's nothing from this world.

- [Mac] Burbank Tower to American Flight 812.

Are you in trouble?

Are you in trouble?

- Mayday, mayday.

Stand by, Burbank Tower.

- Do you suppose the passengers saw it?

- I doubt it, most of them are asleep.

But it was quite a jolt, Jeff, I'll check.

Good, well get them ready for landing, and keep it quiet until we get instructions.

- Right.

- Okay, Danny.

- [Danny] American Flight 812 reporting to Burbank Tower, over.

(engine rumbling) (wind whistling) (soft buzzing) - D'you hear anything?

- I thought I did.

- Don't like hearin' noises.

'Specially when there ain't s'posed to be any.

- Yeah, sorta spooky-like.

- Maybe we're gettin' old.

- Whatever it is, it's gone now.

- That's the best thing for us too, gone.

- Yeah, let's go.

(unsettling instrumental music) (men screaming) (gentle instrumental music) - [Criswell] The grief of his wife's death became greater and greater agony.

The home they had so long shared together, became a tomb.

A sweet memory of her joyous living.

The sky to which she had once looked, was now only a covering for her dead body.

The ever-beautiful flowers she had planted with her own hands, became nothing more than the lost roses of her cheeks.

Confused by his great loss, the old man left that home, never to return again.

(tires screeching) (man screaming) (sirens wailing) (eerie instrumental music) At the funeral of the old man, unknown to his mourners, his dead wife was watching.

- First his wife, then he.

- Tragic.

- Tell me something.

Why was his wife buried in the ground, and he sealed in a crypt?

- Something to do with family tradition.

A superstition of some sort.

- Oh.

- Well, it's getting' dark.

Let's be on our way.

- [Criswell] Then, as two of his mourners left his final resting place.

(screaming) (dramatic instrumental music) (sirens wailing) Minutes later, the police, lead by Inspector Daniel Clay, arrived at the scene.

- Who found him?

- The man and girl.

- Medical examiner been 'round yet?

- Just left.

The morgue wagon oughta be along most any time.

- You get their statement?

- Yeah, much as we could.

They're pretty scared.

- Finding a mess like this oughta make anyone frightened.

Have one of the boys take the guy and the girl back to town.

You take charge.

- Okay, Inspector.

What're you gonna do?

- Look around a little.

- Pretty dark out there.

Once you get beyond the range of those lights you won't be able to see your hand in front of your face.

- I will get one of the flashlights from the patrol car.

- You be careful, Clay.

- I'm a big boy now, Johnny.

(unsettling instrumental music) - Looks like a bobcat tore into them.

- Yeah.

(sniffing) Say Lieutenant, d'you get that funny odor?

- How could I miss it?

(sirens wailing) Oh, that'll be the morgue wagon now.

- That's the fifth siren in the last hour.

- Oh, something's happened down at the cemetery.

A lot of police cars and lights.

I stopped but I didn't see anything.

Oh well, whatever it is, the morning paper will carry the whole story.

- You seem to still be up there somewhere.

- Maybe I am.

- I don't think I've ever seen you in this mood before.

- I guess it's because I've never been in this mood before.

- Something about your flight?

- Yeah.

- What happened, Jeff?

- I saw a flying saucer.

- A saucer?

You mean the kind from up there?

- Yeah, or its counterpart.

It was shaped like a huge cigar.

Dan and Edie saw it too.

When it passed over, the whole compartment lighted up with a blinding glare.

Then there was a tremendous wind that practically knocked us off our course.

- Well did you report it?

- Yeah, radioed in immediately and they said, well keep it quiet until you land.

Then as soon as we landed, big army brass grabbed us and made us swear to secrecy about the whole thing.

Oh, it burns me up.

These things have been seen for years.

They're here, it's a fact.

And the public oughta know about it.

- There must be something more you can do about it.

- Oh no, there isn't.

Oh, but what's the point of making a fuss.

But last night I saw a flying object that couldn't have possibly been from this planet.

But I can't say a word.

I'm muzzled by army brass!

I can't even admit I saw the thing!

(whistling and wind rushing) (wind rushing) (whistling and wind rushing) (wind rushing) (wind rushing) (wind rushing) (unsettling instrumental music) (gun shots) - Sounds like Clay's in trouble.

(moaning) - Bet that apparition we saw had something to do with it, come on.

(dramatic instrumental music) - Is he dead?

- Yeah.

He's messed up as bad as those two back there.

S'pose that saucer or whatever it was had something to do with this?

- Your guess is as good as mine, Larry.

But one thing's sure.

Inspector Clay is dead, murdered, and somebody's responsible!

- You're in charge now, Lieutenant.

- Yeah, guess I am.

Kelton.

- Yes Sir?

Get back up to the car and get on the radio.

Tell the coroner he's gotta make another trip out here.

- Well how 'bout the lab boys?

- Well who do you think we left back at the car, boy scouts?

Come on, Larry.

(gentle instrumental music) - Greater love hath no man, than to lay down his life for another.

It is always difficult to have last words over the grave of a friend, and Inspector Daniel Clay was a friend.

A dear friend to me and to all of us.

The bell has rung upon his great career.

Now we lay him to rest.

A rest well deserved, but so premature.

(wind rushing) - [Criswell] People turning south from the freeway were startled when they saw three flying saucers high over Hollywood Boulevard.

(dramatic instrumental music) A woman, startled by the sight in the sky, telephones the police.

(wind rushing) There comes a time in each man's life, when he can't even believe his own eyes.

Saucers seen over Hollywood!

Flying saucers seen over Washington D.C.

The army convoy moved into the field.

Rockets were quickly set up.

Colonel Tom Edwards, in charge of saucer field activities, was to make the greatest decision of his career.

He made that decision.

Colonel Edwards gave the signal to fire.

(rockets booming) Then as swiftly as they had come, they were gone.

Even to the piercing eye of radar and the speeding jet fighters.

(jet engine whistling) - Quite a sight, wasn't it, Sir?

- A sight I'd rather not be seeing.

- Are you worried about them, Sir?

- Well, they must have a reason for their visits.

- Visits?

Well that would indicate visitors!

Are big guns the usual way of welcoming visitors?

- We haven't always fired at them.

- All?

- For a time we tried to contact them by radio, but no response.

Then they attacked a town.

A small town, I'll admit.

But nevertheless a town of people.

People who died.

- I never heard about that, Sir.

- Well, it was covered up by the higher echelon.

Take any fire, any earthquake, any major disaster, then wonder.

Flying saucers, Captain, are still a rumor.

Officially.

- Looks like we beat them off again, Sir.

- What do they want, where are they from, where are they going?

- They, Sir?

Who?

Oh, this is a training maneuver, Sir.

We only did a little practice firing at the clouds.

- Yeah.

I wonder what their next move will be?

(wind rushing) - [Criswell] What will their next move be?

- Your space commander has returned from Earth.

- Send him in.

You have your report?

- We had to pull in here to Space Station 7 for regeneration.

We're returning to the planet Earth immediately thereafter.

- What progress has been made?

- We contacted government officials.

They refuse our existence.

- What plan will you follow now?

- Plan 9.

It's been absolutely impossible to work through these Earth creatures.

Their soul is too controlled.

- Plan 9.

Ah, yes.

Plan 9 deals with the resurrection of the dead.

Long-distance electrodes shot into the pineal pituitary glands of recent dead.

Have you attempted any of this plan as yet?

- Yes, Excellency.

- How successful has it been?

- We have risen two so far.

We shall be just as successful on more.

- The living... they have no suspicion of your movements?

- We had to dispose of one policeman.

However, none of those risen have been seen.

At least, not by anyone who still remains alive.

- It's too bad it must be handled this way.

But it must.

Those who take from the grave will lead the way for our other operations.

- Yes, Excellency.

- Continue on.

Report to me in two Earth days.

- I feared His Excellency wouldn't take our report this well.

- Well had he been dealing with our own people his reaction would have been completely different.

He understands the difficulties of the Earth race.

- What do you think will be the next obstacle the Earth people will put in our way?

- Well, as long as they can think we'll have our problems.

But those whom we're using cannot think.

They are the dead.

Brought to a simulated life by our electrode guns.

You know, it's an interesting thing when you consider, the Earth people, who can think, are so frightened by those who cannot, the dead.

Well our ship should be regenerated.

We better get started.

(wind rushing) (loud boom) - I still think you oughta go in town and stay with your mother until I get back.

- This is our home and nothing's going to take me from it.

Besides, most men try and keep their wives from going home to Momma.

- That's not the point.

- That's all the point there's going to be.

Now toddle off and fly your flying machine, Darling.

But if you see any more flying saucers, will you tell them to pick another house to buzz?

Be careful.

Don't worry about me.

- Oh, you're the only thing I do worry about.

Oh, forget about the flying saucers.

They're up there.

But there's something in that cemetery, and that's too close for comfort.

- The saucers are up there.

And the cemetery's out there.

But I'll be locked up in there.

Now off to your wild blue yonders.

- You promise you'll lock the doors immediately?

- I promise.

Besides, I'll be in bed before half an hour is gone, with your pillow beside me.

- My pillow?

- Well, I have to have something to keep me company while you're away.

Sometimes in the night when it does get a little lonely, I reach over and touch it, then it doesn't seem so lonely anymore.

- A crazy kid.

(wind rushing) I do love you, Darlin'.

See you Thursday.

- Goodbye, Honey.

- You know I'm not leaving here until you're locked safely inside.

- All right, Darling.

If you're especially nice, I may even lock the side door.

- And be sure you keep the yard lights on.

(engine humming) - You're mighty silent this trip, Jeff.

- [Jeff] Hmm?

- You haven't spoken 10 words since takeoff.

- I guess I'm preoccupied, Danny.

- We've got 33 passengers back there that have time to be preoccupied.

Flying this flybird doesn't give you that opportunity.

- I guess you're right, Danny.

- Paula?

- Yeah.

- There's nothing wrong between you two?

- Oh no, nothing like that.

Just that I'm worried, she being there alone and those strange things flying over the house and those incidents in the graveyard the past few days.

It's just got me worried.

- Well, maybe they haven't figured out those crazy skybirds yet, but I give you 50:1 odds the police have figured out that cemetery thing by now.

- I hope so.

- If you're really that worried, Jeff, why don't you radio in and find out?

Mac should be on duty at the field by now.

He could call Paula and relay the message to you.

- Hi Edie.

- Hi Silence.

I haven't heard a word from this end of the plane since we left the field.

- Oh, Jeff's been giving himself and me a study in silence.

- You boys aren't feudin'?

- Oh no, Edie, nothing like that.

- Hey Edie, how about you and me balling it up in Albuquerque?

- Albuquerque?

Have you read that flight schedule, boy?

- What about it?

- We land in Albuquerque at 4 am.

That's strictly a nine o'clock town.

- Well I know a friend that'll help us.

- Let's have a problem first, huh Danny?

- Oh, he's worried about Paula.

- I read about that cemetery business.

I tried to get you kids to not buy too near one of those things.

We get there soon enough as it is.

- He thought it'd be quiet and peaceful there.

- No doubt about that.

It's quiet alright, like a tomb.

I'm sorry Jeff, that was a bad joke.

Say, I almost forgot what I came in here for.

How's the coffee situation?

- Mmm, that's for me.

- That sure wouldn't hurt anything, Edie.

- Okay, be right back.

And say Jeff, make that call to your wife.

- Nah, not only did she throw cold water on my Albuquerque plan but now she's repeating herself.

How 'bout that Albuquerque ball?

- I can't resist your charm, Danny boy.

(engine humming) (lightning crashes) - [Criswell] Residents near the cemetery paid little attention to the blast of thunder and the flash of lightning.

But from the blast, arose the moving figure of the dead old man.

(unsettling instrumental music) (phone ringing) - Hello?

Who?

Mac?

Well, hi Mac!

Sure I'm all right.

I just fell asleep.

(unsettling instrumental music) Tell Jeff I'm all right.

Okay, Mac.

Thanks for calling.

Goodnight.

(unsettling instrumental music) (screams) (dramatic instrumental music) (rumbling) (screaming) (dramatic instrumental music) (thud) (engine humming) - Mrs. Trent!

Mrs. Trent!

What's wrong?

(dramatic instrumental music) (engine sputtering) (engine humming) (sirens wailing) (eerie instrumental music) - They'll be at the hatch in a moment.

You can open it now, Tanna.

(door whirring) Turn off the electrodes quickly.

They can't tell us from anyone else.

(pulsing tones) (door whirring) - It's tough to find something when you don't know what you're looking for.

- I don't think the Lieutenant does either.

- Then what're doing out here?

I was off duty an hour ago.

- Ah, don't ask me any questions.

I'm just a hard hand just like you.

(wind rushing) - What do you suppose that noise was?

- Whatever it was, it's no more strange than the other things happening around this cemetery.

Spirits like Old Farmer Calder talked about.

- Ha, well maybe.

- The only spirits he saw tonight were those I smelled on his breath.

- Well don't forget, Mrs. Trent claims to have seen them too.

She didn't have anything on her breath.

- She was hysterical.

- Well true, she was frightened, and in a state of shock.

But, don't forget that torn nightgown and the scratched feet.

- Yeah I hadn't thought of that.

I guess that's why you're a detective lieutenant and I'm still a uniformed cop.

- Sometimes it's only the breaks, Larry.

In the meantime let's get-- - Lieutenant, Lieutenant!

Did you hear that?

- How could we help it?

- It sure was strange.

- [Kelton] Know what it was?

- [Larry] No more than you do.

- If it weren't for orders I'd get out of here right now.

- It was a saucer.

- A flying saucer?

- What makes you say that?

- You remember the noise we heard the other night?

- We were knocked to the ground, how could I forget?

- Exactly, but you're not remembering that sound.

- There you're wrong, Lieutenant.

I'm with a fact the sound is similar, but what about the blinding light?

- Well haven't you heard?

Been many times a saucer hasn't had a glow, or a light of any kind for that matter.

- That proves it.

What next Lieutenant?

- Oh Lieutenant, maybe this doesn't mean much, but Jamie and me found a grave that looks like it's been busted into.

- What?

Where?

- Why, uh, why... - Come on man, out with it, we haven't got all day to waste.

- Uh, just over there beyond the crypt.

- All right, show us the way!

- Look, here it is, Lieutenant.

- Ah, it's been broken into, all right.

- Strange.

If someone had broken in, the dirt should be piled up here somewhere.

It looks like it's fallen in to the grave.

- Larry, you'll be out of that uniform before you know it.

- Do we have the right to look down there, Lieutenant?

- Ah, technically no.

- No?

- Well, this spot looks familiar, though.

We shouldn't investigate any further without the permission of next of kin.

- Let's go get it!

- How?

- I see what you mean, the gravestone's down there.

- Well, let's go down and find out who's grave it is.

- How?

- By going down and finding out!

- Are you sure you mean that, Lieutenant?

- If I didn't mean it I wouldn't have said it.

- Scared?

- Well, why do I always get hooked up with these spook details?

Monsters, graves, bodies... (groans) all right.

(unsettling instrumental music) Casket's here, but nobody's in it.

- Can you read the name on the casket?

- It's too dark.

Give me a flashlight.

- How 'bout a match?

- We sure could try it.

Let me have them!

It's Inspector Clay's grave.

But he ain't in it!

(dramatic instrumental music) (engine humming) - [Criswell] But meanwhile, at the Pentagon, in Washington DC... - Right G2.

(knocking on door) Come in!

Yes of course, I'll keep in touch.

Come in, Colonel Edwards.

Close the door.

At ease, Colonel.

- Thank you, Sir.

- Sit down.

I understand, Colonel, you've been on tap for many of our saucer attacks.

- I'm in charge of field operations, Sir.

- You believe there are such things as flying saucers, Colonel?

- Yes, Sir.

- [General] You've seen them?

- Yes, Sir.

- You realize there's a government directive stating that there is no such thing as a flying saucer?

- [Colonel Edwards] Yes, Sir.

- Do you stand by your statement that you've seen flying saucers?

- Well, uh...

Yes, Sir.

- This could mean a court marshal.

Admitting this against direct orders.

- General Roberts, may I speak freely?

- [General] You may.

- How could I hope to hold down my command if I didn't believe in what I saw and shot at?

- I like you Colonel.

- Thank you, Sir.

- There are flying saucers.

There's no doubt they are in our skies.

They've been there for some time.

- What're we going to do about them?

- Who knows?

- Then they really are there?

- I thought you were convinced of that?

- I am.

- We've had contact with them.

- Contact?

How?

- Radio.

- They speak our language?

- Well not quite.

We've received messages from their space ships.

For a while it came in as just a lot of jumbled noise.

- And now, Sir?

- Well since they first tried contact with us by radio, we've developed a language computer.

A machine that breaks down any language to our own.

- General, what's this all got to do with me?

- Well you've been in charge of saucer field activity for a long while.

I think it's about time you heard these recordings.

Do you mind?

- Mind?

Huh, I'm anxious.

- [Eros] This is Eros, a space soldier from a planet of your galaxy.

I fully realize our language differences, however, I also know you finally have perfected the dictorobitary, or as you on Earth call it, the language computer.

So you can now understand that which I speak.

Since the beginning of your time, we have been far beyond your planet.

It has taken you centuries to even grasp what we developed eons of your years ago.

Do you still believe it impossible we exist?

You didn't actually think you were the only inhabited planet in the universe?

How can any race be so stupid?

Permit me to set your mind at ease.

We do not want to conquer your planet.

Only save it.

We could have destroyed it long ago, if that had been our aim.

Our principal purpose is friendly.

I admit, we have had to take certain means which you might refer to as criminal, but that is because of your big guns which have destroyed some of our representatives.

If you persist in denying us our landings, then we must only accept that you do not want us on friendly terms.

We then have no alternative but to destroy you before you destroy us.

With your ancient, juvenile minds, you have developed explosives too fast for your minds to conceive what you were doing.

You are on the verge of destroying the entire universe.

We are part of that universe.

This is our last... - That's the end of that one.

Atmospheric conditions in outer space often interfere with transmitting.

- How many of these recordings do you have, General?

- An even dozen up to now.

This was the last one.

We received it over a month ago.

- Do you think they mean business?

- We can't afford to take any chances.

Come over here.

You ever been to Hollywood?

- Oh a couple of times.

A few years ago.

- You're going to be there in the morning.

Just a few minutes from Hollywood, in the town of San Fernando, reports have come in of saucers flying so low the exhaust knocked people to the ground.

There have even been stated claims of saucer landings.

Major Carlson will replace you while you're out there.

You're the best man for the job of attempting to contact them.

Find them, Colonel.

See what in hell it is they want!

- All right, Sir.

- These are confidential reports, Colonel.

Read them over carefully on the plane, turn them over to intelligence when you get to Los Angeles.

They'll have further orders for disposition.

- Yes, Sir.

- Colonel Edwards?

- Yes, Sir?

- Good luck.

- Thank you, Sir.

(dramatic instrumental music) - We are ready to report, Excellency.

- You are many days late.

- It was unavoidable.

We tried to transmit via televisor, but atmospheric conditions made transmission impossible.

- You should have transmitted as soon as conditions permitted.

- I thought time was of the essence.

Suspicion has fallen upon our movements.

Our ships have been viewed near the point of operations.

- And what has this extra time gained, Eros?

- [Eros] We have successfully risen three of the dead ones.

- Permit me to see one.

- Bring in the big one.

Use your small electrode gun.

- I have taken two ships from your command.

- But that will leave only my ship!

- It is necessary that you continue your mission alone.

I have need of your other ships elsewhere.

Even though you have risen three of the Earth dead, the plan is far from successful, and you, Eros, must prove it an operational success before more time, energy, ships, and your countrymen may be spent on it.

- We will not fail.

Everything is on our side.

- Not everything!

You do not have the live Earth people.

You reported that your ship was viewed at the scene of your present operations?

- That is correct.

- They have been viewed many times, but not at the scene of operations.

Something must be done about that.

(dramatic instrumental music) - Stop him, Tanna!

He's close enough!

Turn off your electrode gun!

No!

No!

Stop him, Tanna!

- I can't get it, it's jammed!

- Stop him you fool!

- Drop the gun to the floor, Tanna!

The metal will break contact!

(dramatic chord) (gasping) - That was too close!

- Yes.

Bring the giant here that I may get a better look at him.

Yes, he's a fine specimen.

Are they all this powerful on planet Earth?

- This one is an exception, Excellency.

- What are the other two like?

- One is a woman, the other an old man.

- An old man, you say?

- Yes, Excellency.

- This gives me a plan.

Put the big one away.

- [Eros] Pick up your electrode gun.

Make sure it's in working order before pointing it at him.

- Whatever made it jam must have been cleared by the fall.

- Take him back to the ship.

(electrode gun buzzing) - The old one must be sacrificed.

Re-land on Earth.

Send the old one to enter a dwelling.

Then cut the electrokinetic and turn on your ship's decomposure ray.

The result will astound those watching.

Astound them enough to delay their attention until you have gained your other recruits from the cemetery.

- Yes, Excellency.

It'll be done.

- Report to me when this has been accomplished.

(dramatic instrumental music) Eros, the Earth people are getting closer to that which we fear.

Since they will not listen or respect our existence, they cannot help but believe our powers when they see their own dead walking 'round again, brought about by our advancement in such things.

As soon as you have enough of the dead recruits, march them on the capitals of the Earth, let nothing stand in your way.

Their own dead will be used to make them accept our existence, and believe in that fact.

(rumbling) (sirens wailing) (wind rushing) (wind rushing) Mr. and Mrs. Trent, this is Colonel Edwards from Washington DC.

- Good evening, Colonel.

- Hello, Colonel.

- Colonel would like to ask you a few questions.

- Questions?

What about, Colonel?

- May I sit down?

- Oh, I'm sorry, please do.

- I want to ask you about your strange experience the other night, when you saw the flying saucer.

(wind rushing) - After that the police brought me home.

I hope I never see such a sight again.

- Well after your description, I don't think I'd want to see it either.

One thing more... after you were forced to the ground by that blast of wind, was it a hot or cold blast?

- It's kind of hard to explain.

It wasn't hot, wasn't cold, it was just a terrific force.

We couldn't get off the ground.

- The light blinded me so badly I couldn't see a thing.

We could only feel the pressure of the wind, until it was gone.

When the glare left us, we could see a glowing ball disappearing off in the distance.

- Which way?

- Toward the cemetery.

(door whirring) (unsettling instrumental music) - This is the most fantastic story I've ever heard.

- And every word of it's true, too.

- That's the fantastic part of it.

- Colonel, we found a lot of suspicious things out in that cemetery.

Then again, didn't find anything to base a fact or suspicion on.

(low pulsing tone) Hey, do you hear anything?

You see anything out there, Kelton?

- Too dark, Lieutenant.

(sniffing) But something's started stinking awful bad.

- There's something out there.

(dramatic instrumental music) (dramatic music swells) (gun shots) (crackling) (dramatic chord) - What do you make of that?

- You got me!

It didn't look that way a minute ago.

- What about your man?

- Oh, in the excitement I forgot all about Kelton.

Oh, he'll be all right in a few minutes.

- Did you see that thing?

Did you get it?

- We got it.

- What was it?

It didn't fall.

I fired every bullet I had.

- So did I. I don't know what it was or what happened, but unless that bag of bones over there can reassemble itself, it's out of the running now.

Colonel, I've been out here so often you'd think I'd taken a lease on this place.

- Not a long lease, I hope.

- I see what you mean.

But you know, I can't help but feel the answer's out here somewhere.

- Is the girl safe?

- Mrs. Trent you'd better stay with the car.

- Stay here alone?

Not on your life.

- Modern women... - Yeah, they been that way all down through the ages.

Especially in a spot like this.

- Kelton!

- Yes, Sir?

- Stay with Mrs. Trent.

All right, Lieutenant.

- Now you stay close to the officer, honey.

- I'd feel safer with you.

(low pulsing tone) - Now the Lieutenant knows best.

- Oh I don't like it, but I guess there isn't much I can do about it.

- You have a gun?

No, know how to use one?

- After four years in the Marine Corps?

- Here.

- You think we'll need these?

- You can never tell.

Let's get going.

- What do you expect to find out here?

- Well there's only one answer to that, Mr. Trent, we'll know when we find it.

Inspector Clay's grave is right over here.

- Is that the one you told me was broken into?

- Yes.

(eerie instrumental music) - This it?

- Yeah.

- Looks to me like someone had broken out instead of in.

- I figured that, but that's impossible.

Look, Colonel, some things just can't happen.

- Yeah, well, after that apparition that was draped across Mr. Trent's patio, I would say we should keep our minds open to anything.

- Look, Colonel, I'm a policeman.

I've got to deal in facts.

But, I guess I'll have to go along with you.

You know, I'll bet my badge right now we haven't seen the last of those weirdies.

(door whirring) - They'll discover our ship soon.

- You going to let them find us?

- It's the only way.

These are the same men who have been so close so often.

They must be halted before they can inform others about us.

- But there were others in the car!

- They'll be taken too.

Send the big one for the girl and the policeman.

I'll turn on the dictorobitary so we may converse with them.

(door whirring) (eerie instrumental music) - You know, maybe we're barking up the wrong tree.

- One thing a policeman learns, Mr. Trent, is patience.

- Where's that burn spot you mentioned.

- Right over there.

Look!

We'll investigate, but move carefully.

(unsettling instrumental music) (screaming) (screaming) - A moment or two more, and you will be the first live Earth people ever to enter a celestial ship.

- Wow.

Boy, how could anything that big hide for so long a time?

(metal clanks) Never heard metal sound like that before.

What do you see?

- Only my reflection.

Must be some kind of one-way glass.

- I wonder how you get into this thing?

- I'm not sure I want to find out.

(door whirring) - They're just outside.

You can open the outer hatch now.

(door whirring) (door whirring) - Look out!

You goin' in that thing?

- That's what we're here for.

- I don't know, the way these things speed around, we might just get in there and pft!

Off it goes.

- That's a chance we take.

- Well, I took a chance on those earlier airplanes.

Might just as well see what the inside of one of these looks like.

Got your guns ready?

- I tell you one thing, if a little green man pops out at me, I'm shooting first and asking questions later.

(dramatic instrumental music) - They're in the outer chamber now.

Eros, do we have to kill them?

- Yes.

- It seems such a waste.

- Well wouldn't it be better to kill a few now than, with their meddling, permit them to destroy the entire universe?

- You're always right, Eros.

- Of course.

But those are not my words, those are the words of the Ruler.

(dramatic instrumental music) - Now you two stay right where you're at.

(door whirs) - We will do as you command.

For the moment.

- No for the moment about it.

You just do as I tell you.

- You do not need guns.

- Maybe we think we do.

- They would be of no use to you now.

- They've been mighty useful before on flesh and blood, and you two look like you've got a lot of both.

- True, they would be effective upon us.

If you were to have the opportunity to use them.

- Mister, if you don't get away from that control board I'll show you just how effective they can be.

- Shall we talk now, or wait?

Your friends will be here shortly.

- [Colonel] What friends?

- Those you left at the vehicle.

- If you've done anything to Paula... - Take it easy Mr. Trent.

- Oh I assure you, no harm has come to her.

Would you like to see?

(gun shot) - Next time you try that I won't aim at the board.

- You're a headstrong young man.

I was only going to turn on the televisor so you could see her movements.

- Go ahead, my friend, but move very carefully.

(switches click) (low pulsing tone) - She's only fainted.

- You fiend!

- I?

A fiend?

I am a soldier of our planet!

I?

A fiend?

We did not come here as enemies.

We came only with friendly intentions.

To talk.

To ask your aid.

- Our aid?

- Yes.

Your aid for the whole universe.

But your governments of Earth refused even to accept our existence.

Even though you've seen us, heard our messages, you still refused to accept us.

- Why is it so important that you want to contact the governments of our Earth?

- Because of death.

Because all you of Earth are idiots!

- Now you just hold on, Buster.

- No you hold on.

First was your firecracker, a harmless explosive.

Then your hand grenade.

They began to kill your own people a few at a time.

Then the bomb, then a larger bomb.

Many people are killed at one time.

Then your scientists stumbled upon the atom bomb.

Split the atom.

Then the hydrogen bomb, where you actually explode the air itself.

Now brings the destruction of the entire universe, served by our sun.

The only explosion left is the solaronite.

- Why there's no such thing.

- Perhaps to you.

But we've known it for centuries.

Your scientists will stumble upon it as they have all the others.

But the juvenile minds which you possess will not comprehend its strength, until it's too late.

- You're way above our heads.

- The solaronite is a way to explode the actual particles of sunlight.

- Why that's impossible.

- Even now, your scientists are working on a way to harness the sun's rays.

The rays of sunlight are minute particles.

Is it so far from your imagination they cannot do as I have suggested?

- Why a particle of sunlight can't even be seen or measured.

- Can you see or measure an atom?

Yet you can explode one.

A ray of sunlight is made up many atoms.

- So what if we do developed this solaronite bomb?

We'd be even a stronger nation than now.

Stronger.

You see?

You see?

Your stupid minds.

Stupid, stupid!

- That's all I'm taking from you!

Get back here you jerk!

(clattering) - [Colonel] Let him finish.

- It's because of men like you that all must be destroyed.

Headstrong, violent.

No use of the mind God gave you.

- You talk of God?

- You also think it impossible that we, too, might think of God?

You, who wear the uniform of your country.

You see, I wear the uniform of my country.

Yes, we've had to use drastic means to get to you, but you left us no alternative.

When you have the solaronite, you have nothing.

Nor, does the universe.

- You speak of solaronite, but just what is it?

- Take a can of your gasoline.

Say this can of gasoline is the sun.

Now you spread a thin a line of it to a ball, representing the Earth.

Now, the gasoline represents the sunlight, the sun particles.

Here we saturate the ball with the gasoline, the sunlight.

Then we put a flame to the ball.

The flame will speedily travel around the Earth, back along the line of gasoline to the can, or the sun itself.

It will explode this source, and spread to every place that gasoline, our sunlight, touches.

Explode the sunlight here, Gentlemen, and you explode the universe.

Explode the sunlight here, and a chain reaction will occur, direct to the sun itself.

And to all the planets that sunlight touches.

To every planet in the universe.

This why you must be stopped.

This is why any means must be used to stop you.

In a friendly manner, or as it seems, you want it.

- He's mad.

- Mad?

Is it mad that you destroy other people to save yourselves?

You have done this.

Is it mad that one country must destroy another to save themselves?

You have also done this.

How then is it mad that one planet must destroy another who threatens the very existence- - That's enough!

In my land, women are for advancing the race, not for fighting man's battles.

Life is not so expansive on my planet.

We don't cling to it like you do.

Our entire aim is for the development of our planet.

(engine humming) - What happened to you?

- How come you're all alone?

I asked for lots of help!

- You sounded drunk or something on the radio.

- If I didn't see it with my own eyes I'd never believe it!

- Believe what?

- It was horrible!

And he almost broke my shoulder!

- Look, what are you trying to say?

If you don't make sense we'll never get to the bottom of this.

Now who slugged you?

- Inspector Clay.

- What?

- It was Clay, all right, only not like we remembered him.

Well his grave was busted into, wasn't it?

- Next you'll tell me you saw skeletons.

- We did, earlier.

- Now I know you're off your rocker.

- [Kelton] All of us saw, the Lieutenant, the Colonel, everybody!

- Where's the Lieutenant now?

- We've gotta find them.

Mrs. Trent is gone!

I was left here to guard her.

Then Clay showed up and put me out of the running.

And the second time tonight and I'm getting darned tired of it!

- Which way were they going?

- Oh, that way.

- Come on!

(dramatic instrumental music) - Then one day it could all be gone, in one big puff of smoke and ball of fire.

All that out there, the stars, the planets, all just an empty void.

- You two had better come along with us.

- Come with you?

Where?

- The police station.

(laughs) - So it seems you think you have the upper hand.

Look out that window.

- Jeff.

(dramatic instrumental music) - She is unharmed, but he would kill in seconds if I so choose.

- Holy cow!

Look there.

It's Clay, all right, there's no mistaking that.

- And he's got Mrs. Trent!

- Get your gun ready.

- From all I've seen tonight guns won't do any good.

Clay is dead, and we buried him.

How are we going to kill somebody that's already dead?

Dead!

And yet there he stands!

That other one earlier I emptied a full clip into.

- I'm seeing it, that's the only reason I'm listening to you.

Look, I've got an idea.

Hurt him or not, we've got to try something.

I'm going to sneak up behind him and whop him over the head.

That oughta make him move.

Follow me.

Even when Clay was alive he couldn't run fast enough to catch me, so when he does, you grab Mrs. Trent and run like lightning in the opposite direction.

- Oh, you think it'll work?

- Know of anything else to try?

(dramatic instrumental music) (wood cracking) - Oh, I'll be all right.

Take care of the others.

- Your men have felled the big one.

This could only happen because the electrode ray is off.

He'll walk again when I turn it on.

- Hold it, right there.

- Suppose the Lieutenant and the others are in that thing!

- Well supposing there're martians or something in there!

(dramatic instrumental music) - Come on, let's go.

(metal clangs) - Open up in there, open up!

- Get that door open.

- Colonel, I wouldn't know one switch from another.

(clattering) (grunting) - Hold on to him, Eros, I'll have the ship in the air in a minute!

(crackling and clattering) (door whirring) - Get out of here, Jeff!

The ship's on fire!

(explosion booms) (dramatic instrumental music) - Eros!

Eros, everything's on fire!

Help me, wake up Eros!

(men coughing) Eros, Eros, wake up, wake up!

Eros!

(dramatic instrumental music) (wind rushing) (fire crackling) Eros wake up, Eros!

God wake up!

- I wonder if that's the last we'll see of them?

- Perhaps, but sooner or later there'll be others.

- Look!

- Have they caught that woman, that thing yet?

- Hey, that's right, there's another ghoul running loose.

- And it's my guess that she'll look like him.

With the ship and the ray gun gone, they have no control.

We gotta hand it to them though, they're far ahead of us.

(fire crackling and wind rushing) Fire, Eros!

(screams) (explosion booms) - My friend, you have seen this incident based on sworn testimony.

Can you prove that it didn't happen?

Perhaps on your way home, someone will pass you in the dark, and you will never know it, for they will be from outer space.

Many scientists believe that another world is watching us this moment.

We once laughed at the horseless carriage, the aeroplane, the telephone, the electric light, vitamins, radio, and even television!

And now some of us laugh at outer space.

(dramatic instrumental music) God help us... in the future.

(dramatic instrumental music)