A lone drifter stumbles upon a harrowing discovery -- a unique pair of sunglasses that reveals that aliens are systematically gaining control of the Earth by masquerading as humans and lulling the public into submission.
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Roddy Piper as John Nada
Keith David as Frank Armitage
Meg Foster as Holly Thompsen
George Buck Flower as Drifter
Peter Jason as Gilbert
Raymond St. Jacques as Street Preacher
Jason Robards III as Family Man
John Lawrence as Bearded Man
Susan Barnes as Brown Haired Woman
Sy Richardson as Black Revolutionary
Wendy Brainard as Family Man's Daughter
Lucille Meredith as Female Interviewer
Susan Blanchard as Ingenue
Norman Alden as Foreman
Dana Bratton as Black Junkie
John F. Goff as Well Dressed Customer
Norman D. Wilson as Vendor
Thelma Lee as Rich Lady
Stratton Leopold as Depressed Human
Rezza Shan as Arab Clerk
Norman Howell as Blonde Haired Cop
Larry Franco as Neighbor
Tom Searle as Biker
Robert Grasmere as Scruffy Blonde Man
Vince Inneo as Passageway Guard
Bob Hudson as Passageway Guard #2
Jon Paul Jones as Manager
Dennis Michael as Male News Anchor
Nancy Gee as Female News Anchor
Claudia Stanlee as Young Female Executive
Christine Anne Baur as Woman on Phone
Eileen Wesson as Pregnant Secretary
Gregory J. Barnett as Security Guard #1
Jim Nickerson as Security Guard #2
Kerry Rossall as 2nd Unit Guard
Cibby Danyla as Naked Lady
Jeff Imada as Male Ghoul
Michelle Costello as Female Ghoul
Jeb Stuart Adams as Homeless kid (uncredited)
Jennifer Austin as Teenage Girl (uncredited)
Michael Forino as Ghoul at Bar (uncredited)
Robert V. Greene as TV Technician (uncredited)
Helen Kelly as Woman at the Dinner Party (uncredited)
Al Leong as Asian Revolutionary (uncredited)
Gunnar Magg as Male Ghoulie (uncredited)
Matt McColm as Police Officer (uncredited)
Tommy Morrison as Dave - Resistance Fighter (uncredited)