A young couple changing a tire on a desert road in 1955 sees a burning object cross the sky and crash. It's too slow to be a meteor. The man, astronomer Kevin Carlson, tries to take down notes of the trajectory and time, but his watch has stopped. They drive and hike up to the crash site, where they see a flying saucer. Dr. Carlson is excited and wants to see the aliens, while Faith is terrified. Humanoid insects emerge from a hatch. They quickly see the humans and give chase. The couple manages to drive away, the aliens' beam weapons missing the car.
In town, the couple rushes into Pop's Diner to tell the sheriff. He tells them that it was only a crashed jet fighter. Mr. Orson, the local newspaper publisher confirms the story, saying it just came in over the AP wire. Carlson insists it was no jet fighter so the sheriff accompanies them back to the site to clear things up. They find the site cordoned off by the Air Force and wreckage everywhere. The sheriff introduces them to Major Whitmore, the head of the investigation team. Whitmore's handshake is unusual, with an extended pinky, so Carlson backs off his story. As the sheriff and the major go off to another spot, Carlson and Faith see alien-looking afterimages of the two men each time an Air Force photographer takes pictures. They see more afterimages every time the flash goes off. When a sergeant offers to show them something, they quickly decline and drive away.
Carlson stops at a roadside telephone to try to call the FBI, but the operator claims all the lines are out. Faith suggests that her uncle can get a message out through his ham radio gear. Carlson drops her off before heading to the diner, hoping Orson can do the same with his AP wire. Orson is still skeptical but Carlson notices Orson is handling a sugar pourer with his pinky extended. Pops has a similar hand. Carlson leaves quickly. Faith says her uncle is the same. They try to drive out of town but the flying saucer takes off and pursues them. They get to the state highway, where the saucer picks up the car with a tractor beam.
Inside the spaceship, Carlson is confronted by the old men, now wearing spacesuits. He swears humanity will resist the invasion, even as Faith reveals she's been reprogrammed and tears off her face to reveal the insect beneath. The old men do the same, explaining to Carlson that he's not a human on Earth, but a commando being trained for the invasion of Earth.
Back at the diner, another young man runs in, claiming to see a flying saucer. Playing the role of skeptical sheriff this time is Carlson.