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Stan is a troubled child with a vivid imagination. He lives with his mother and sister near a mental hospital, which fills him with horror. His nasty older sister thinks Stan is a nuisance and threatens to kill him. When it becomes night, all the impressions come back in nightmares.

A group of extra-terrestrials determined to take over the earth and make it their new home, station themselves in a canyon and set about their task.
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