In this remake of the 1956 cult classic, terror slowly and silently strikes San Francisco as the city is mysteriously covered by alien spores that produce strangely beautiful flowers. Unbeknownst to the people, the flowers are the bearers of alien pods that make a spiderlike webbing that captures their victims as they sleep and replicates their human form. Although they still look human, the victims are transformed into emotionless creatures by a strange race of aliens out to consume and control humanity--and only four people are left to stop them. Donald Sutherland stars as Matthew Bennel, a Department of Health inspector whose close friend and coworker Elizabeth Driscoll (Brooke Adams) is overwhelmed by fear and paranoia when she begins to suspect her boyfriend, Geoffrey (Art Hindle), of no longer being human. Together, with their friends Jack (Jeff Goldblum) and Nancy (Veronica Cartwright), they are out to stop the bizarre alien invasion before they fall victim to the alien pods. Leonard Nimoy costars as Dr. David Kibner, a guru psychiatrist who might not be whom he seems. This haunting parable of human paranoia is a creepy glimpse of a city overrun with robotlike yuppies threatening to wipe out all of humankind. Sutherland gives a knockout performance as the leader of the last four humans left in San Francisco in this terrific blend of B-movie science fiction and modern terror.

A remake of the classic paranoid metaphor, this time it is yuppies who threaten to replace humankind with synthetic veggie-humans. See BODY SNATCHERS for yet another remake.

Look for a cameo appearance by Kevin McCarthy, star of the original film, still running through the streets, trying to escape.

Director Don Siegel also makes a cameo appearance as a taxi driver. Siegel directed the original 1956 version of the film.

Director Philip Kaufman appears as an impatient man banging on a telephone booth that Donald Sutherland is using.

Look for Robert Duvall as the priest on a swing.

The film includes several shots of the TransAmerica pyramid in San Francisco's skyline. At the time of the film's release, TransAmerica was the parent company of United Artists, the producers of the film.

DVD Features:

Region 1 Encoding

Keep Case

Special Features: Feature-Length Audio Commentary by Director Philip Kaufman, "Pod Culture" Retrospective, Trivia and Production Notes, Original Theatrical Trailer.

Donald Sutherland: Canadian Actor
Brooke Adams: American Actress
Veronica Cartwright: American Actress
Jeff Goldblum: American actor
Leonard Nimoy: American Actor/Director, STAR TREK
Art Hindle: American Supporting Actor
Lelia Goldoni: American Actress
Don Siegel: American Director/Editor

Philip Kaufman: Director/Screenwriter

Robert H. Solo: American Producer/Executive

W.D. Richter: Writer/ Director

Denny Zeitlin: Composer

Douglas Stewart: American Editor

"...A remake aimed at buffs familiar with the original in particular and film lore in general..."
"...Sheer heartbreak and visual spookiness....An elemental fable..." -- Rating: B+
"...[The film] not only matches the original in horrific tone and effect, but exceeds it in both conception and execution..."
"A skillful, moody, and understated remake of the Don Siegel classic."
"[D]isturbing."
3 stars out of 5 -- "[A] tense and compelling paranoid journey, standing in its own right as a damned good movie."