George Pal

A mysterious circus comes to a western town bearing wonders and characters that entertain the inhabitants and teach valuable lessons. An old Chinese gentleman rides into the town of Abalone, Arizona and changes it forever, as the citizens see themselves reflected in the mirror of Lao's mysterious circus of mythical beasts. —Edward E. Pringle <pringle@atb.teradyne.com> is prepared to buy them all out. What he doesn't tell anyone is that the railroad will run through the town in less than a year's time. The local newspaperman and the librarian both think he's up to no good. Dr. Lao gets them to look at life differently and not to sell out to the highest bidder. —garykmcd In the early 20th century, Dr. Lao brings his circus to the town of Abalone. The town is under threat due to a break in the water supply system and wealthy businessman is prepared to buy them all out. What he doesn't tell anyone is that the railroad will run through the town in less than a year's time. The local newspaperman and the librarian both think he's up to no good. Dr. Lao gets them to look at life differently and to change. their future and behaviour for the better. —Claudio Carvalho, Rio de Janeiro, Brazil

The film begins with a voiceover (Sir Cedric Hardwicke) telling the audience that greedy eyes are watching the blue planet. They envy our water, clean air and abundance of resources. The race of beings watching the blue planet had considered moving to another planet in the Solar System but were unable because every other planet is uninhabitable. The voice also tells us that WWI and a WWII have already occurred, but that there is going to be another kind of war, the war of the worlds. At a time when the Earth and Mars were closest to each other in orbit, the Mars beings begin to attack. A strange fireball streaks across the southern California skies and lands in a gully in the San Gabriel mountains east of Los Angeles. Firemen quickly extinguish the fire that has broken out, but authorities are puzzled by the long, cylindrical object that fell to earth and started the fire. The object attracts tourists--and also the attention of Dr. Clayton Forester (Gene Barry) of the Pacific Technical Institute. While everyone else regards the object as anything from a tourist attraction to a potential treasure trove, Forester knows that something is wrong: the object did not come down like an ordinary meteor, and was much more lightweight than any meteor ever reported. What's more, the object is not only hot, but also radioactive. Forester stays in the nearby town at the home of Pastor Matthew Collins (Lewis Martin) and his niece, Sylvia van Buren (Ann Robinson). Three men are left in the surroundings of the object when a hidden lid on the cylinder unscrews, and a long-necked probe rises out. The three try to approach the probe, declaring their friendly intentions--and the probe spits out a heat ray that incinerates the men and starts another fire. At the same time, power and telephone service fails in town, and everyone at the social discovers that his watch has stopped. Forester determines that the watches have been somehow magnetized, and also notes that someone's pocket compass points not to the north, but to the meteorite. Forester returns to the site with the sheriff and another deputy. They find the ashes of the three men surrounding by extreme scorching, and then the probe attacks again, killing the deputy as he tries to drive away. Forester then determines that they are dealing with something from another planet and need to call in the military, especially as another fireball lands nearby as he is talking to the sheriff. While everyone waits for the soldiers to arrive, Forester appears on a radio program and deals with the increasing speculation on the otherworldly origin of the cylinders. A consensus arises that the cylinders come from Mars, now at its closest approach to Earth. Marines from El Toro Marine Base roll in and surround the site, and an Air Force plane drops a flare on it from above. The long-necked probe fires its heat ray at the plane, and then sweeps the area, destroying a radio truck. The Marine colonel calls for reinforcements, and the 6th Army Command arrives, with artillery and tanks. Major General Mann, the commander, tells Forester that other objects like the one they are surrounding have landed in cities all over the world, and that all communication fails after that. Then the probe rises again, and we now see that it is part of a swan-like magnetically levitating low-altitude craft. Two other such craft rise out of the cylinder to join it. The officers give the order to prepare to fire, but Matthew Collins objects, saying that no one has tried to offer them peace before. Disregarding his own safety, he walks toward the three metal swans, reciting the 23rd psalm--and before his niece Sylvia's horrified eyes, the lead swan burns him to death. At once General Mann (Les Tremayne) and Marine Colonel Heffner (Vernon Rich) give the order to fire. The soldiers unleash a barrage of artillery and missile fire--and none of it is effective. The swans possess a magnetic "blister" (a force shield) that deflects any bombardment. The swans quietly take the measure of their opponents and then start to return fire, with heat rays and meson-disrupting energy bursts that disintegrate anything they touch. Forester urges Mann to inform Washington that conventional military forces would be outmatched. Mann leaves, and Heffner fights a holding action before finally ordering a complete retreat--and being disintegrated in mid-sentence. Forester takes Sylvia with him in an Army plane. Flying low to avoid the Air Force jets flying in to try their hand, he clips some trees and crash-lands. He and Sylvia barely have time to escape before a squadron of swans surround the plane. General Mann returns to the city, where skeptical reporters cannot believe his reassurances--and of course he knows better, because nothing has proved effective. Alone in the brush, Forester and Sylvia take shelter in an abandoned farmhouse. There Sylvia confesses her fears and her deep sense of loss following her uncle's death. In the middle of this tender conversation, another cylinder crashes into the side of the house, demolishing most of it and knocking Forester unconscious. Hours later, Forester wakes up, and a terrified Sylvia tells him that the house is surrounded. Forester works diligently to clear a way out, while also trying to observe as much as he can. The Martians lower a different kind of probe, an eye-like camera; Forester, at first taking this for yet another weapon, chops the probe's head from its extender, which swiftly withdraws. A Martian crewman quietly enters the house and touches Sylvia on the shoulder; Forester blinds it with a flashlight and then throws an axe at it, putting it to flight. When Forester realizes that he is holding a scarf now stained with Martian blood, Sylvia loses all control, and Forester has to shout at her to calm down. They then escape, just before the Martians burn down the ruins of the house. As more cylinders come down all over the earth, the Martians' goal becomes painfully clear: to drive all of humanity before them and eventually to kill us all. In Washington, the Secretary of Defense prepares to order the dropping of an atomic bomb on the Los Angeles-area nest. Forester and Sylvia finally arrive at Pacific Tech and turn over the alien camera and the blood-stained scarf. The blood turns out to be anemic, and the camera yields little insight other than that the Martians perceive color a lot differently from humans and that their ability to see is hampered by bright light. At the time, Pacific Tech officials think all this is a moot point, because the atom bomb is going to stop them anyway. But even the atom bomb proves ineffective against the Martians' magnetic force fields. General Mann, clearly frustrated, orders an evacuation of Los Angeles. Forester tells his colleagues that now the anemic blood is important, because only biological weapons will stop the Martians now. The plan is to take as many lab instruments as possible into the mountains and set up another laboratory. But that plan comes to nothing, as looters seize the Pacific Tech vehicles and scatter or beat up all the personnel, including Forester, the pathologist who found out about the anemia, Dr. Dupre (Ann Codee), and Sylvia. As the swans arrive and start systematically burning every building in sight, Forester rushes about, going from church to church, hoping to find Sylvia waiting there, as she once waited after running away as a child. He finds church pastors everywhere praying for deliverance, comfort, or both, and at one church he even finds two of his colleagues. At last he finds Sylvia--and as the two rush toward one another, a nearby swan burns out a stained-glass window, frightening everyone inside. But the attacking swan abruptly heels over, fires only two more seemingly half-hearted bursts, and then crashes into a building and falls to the street. Dead silence descends. Inside the church, Forester leads the people out into the street to see what has happened. They find the downed swan, and as they watch, a door opens and a Martian arm appears, trying to move out. Another swan crashes on the other side of the street and, as Forester watches, the Martian arm turns a mottled gray and falls still. Forester touches it and pronounces it dead. The story repeats itself all over the Earth. The Martians had very underdeveloped immune systems, and as soon as they were exposed to Earth's atmosphere, they became infected with germs that humans have long since developed immunity to, but which proved uniformly fatal to Martians. The metal swans stop and fall where they are, and the invasion is over even more swiftly than it began.

In the 1890s, young Harry Houdini is performing with a Coney Island carnival as Bruto, the Wild Man, when Bess, a naive onlooker, tries to protect him from the blows of Schultz, his "trainer." Harry then appears as magician The Great Houdini and, spotting Bess in the audience, invites her on stage. Harry flirts with the unsuspecting Bess during his act, but she flees from him in a panic. When Bess shows up to watch Harry perform two more times, however, he corners her. Bess admits her attraction, and soon after, the two appear at Harry's mother's house, newly married. Bess becomes Harry's onstage partner, touring the country with him, but soon grows tired of the low pay and grueling schedule. After Bess convinces Harry to take a job in a locksmith factory, Harry works as a lock tester while fantasizing about escaping from one of the factory's large safes. On Halloween, Harry and Bess attend a special magicians' dinner at the Astor Hotel, during which magician Fante offers a prize to anyone who can free himself from a straight-jacket. Harry accepts the challenge and, through intense concentration, extricates himself from the jacket, greatly impressing Fante. Afterward, however, Fante advises Harry to "drop it," noting that Johann Von Schweger, a German magician, retired at the height of his career after performing a similar feat, fearful of his own talents. Bess then persuades Harry to give her his prize, a single, round-trip boat ticket to Europe, so that she can cash it in for a down payment on a house. Later, at the factory, Harry locks himself inside one of the big safes, determined to make an escape. Before he can get out, however, the foreman orders the safe blown open, then fires Harry. That night, in front of his mother, Harry and Bess argue about their future, and frustrated by Bess's insistence that he quit magic, Harry walks out. Soon, a contrite Bess finds Harry performing with a carnival and presents him with two one-way tickets to Europe. Sometime later, at a London theater, Harry and Bess are concluding their magic act when a reporter named Dooley challenges Harry to break out of one of Scotland Yard's notoriously secure jail cells. Harry, who hired Dooley to issue the challenge, accepts the challenge, unaware that the jail's cells do not have locks in the door, but on the outside wall. Despite the added difficulty, the dexterous, determined Houdini picks the cell lock and appears on time for his next performance. Now billed as the "man who escaped from Scotland Yard," Harry begins a successful tour of Europe with Bess. In Berlin, Harry is joined by his mother and begins searching for the reclusive Von Schweger. While performing an impromptu levitation trick with Bess at a restaurant, Harry is arrested for fraud. During his trial, Harry denies that he ever made claims to supernatural powers, insisting that all his tricks are accomplished through physical means. To prove his point, Harry locks himself in a safe in the courtroom and breaks out a few minutes later, noting that safe locks are designed to keep thieves out, not in. Vindicated, Harry then goes to see Von Schweger, who finally has responded to his queries, but learns from Von Schweger's assistant, Otto, that the magician died two days earlier. Otto reveals that Von Schweger summoned Harry to ask him the secret of "dematerialization," a feat he accomplished once but could not repeat. Although Harry demurs, Otto insists on becoming Harry's new assistant and travels with him to New York. There, Harry finds he is virtually unknown, so for publicity, hangs upside down on a skyscraper flagpole, constrained by a straight-jacket. Harry executes the escape and soon makes a name for himself in America. To prepare to be submerged in a box in the chilly Detroit River, Harry bathes in an ice-filled bathtub. During the trick, which takes place on Halloween, the rope holding the box breaks, and the box drops upside down into an opening in the ice-covered river. Although Harry manages to escape from the box, the current drags him downstream, and he struggles to find air pockets under the ice and swim back to the opening. Above, Bess and the horrified audience assume Harry has drowned and proclaim his demise. To Bess's relief, Harry shows up later at their hotel, admitting that he heard his mother's voice, directing him toward the opening. Just then, Harry receives word that his mother died at the exact time that he heard her voice. Two years later in New York, Harry, who has not performed since his mother's death, reveals to Simms, a reporter, that he has been trying to contact his mother's spirit, without success. Harry invites Simms to attend a seance with him, and after the medium appears to have communicated with his mother, Harry and Otto expose her as a fake. After a public crusade against phony mediums, Harry decides to return to the stage and builds a watery "torture cell" for the occasion. Terrified, Bess threatens to leave Harry unless he drops the dangerous trick, and he agrees not to perform it. Before the show, Harry admits to Otto that his appendix is tender, but goes on, despite the pain. When the audience noisily demands that he perform the advertised "water torture" trick, Harry succumbs and is immersed, straight-jacketed and upside down, in a tank of water. Weak, Harry cannot execute the escape and loses consciousness. Otto breaks the tank's glass, and after reviving, Harry vows to a weeping Bess that he will "come back."

David Randall (Richard Derr), free-lance pilot and incurable womanizer, lands near the Mount Kennah Observatory in South Africa, to take a secret package, contents unknown (and chained to his wrist), to the Cosmos Observatory of Dr. Cole Hendron (Larry Keating). Dr. Emery Bronson (Hayden Rorke) orders his staff not to tell Randall what he's carrying. But when Randall demands advance payment, Bronson, in telling him that Herndon will pay him on delivery, advises him that a day might come, and that sooner than he thinks, when money is the least of his concerns. (He also gives Randall several pictures of Hendron for identification.) Randall is cheerfully confident that when that day comes, he will be dead. But he does not sell out the package to the newspapers that offer him several times his fee; at least he has *some* ethics. He tears up the radiograms that reach his flight, and lands at Idlewild Airport in New York on schedule. There Joyce Hendron (Barbara Rush) meets him and takes him to the observatory. Again the reporter from the New York Sentinel tries to buy the package, but Randall, smitten with Joyce, refuses. On the way to the observatory, Joyce babbles about the package, assuming, incorrectly, that Randall knows everything. Randall plays along, and is shocked to hear this lovely woman say how frightened she is of the end of the world! His curiosity having hooked him thoroughly, he keeps his appointment at the observatory, where he meets Dr. Anthony Drake (Peter Hanson), a physician, and Dr. Hendron. Randall confirms Hendron's identity and allows Hendron to unlock the package from him and open it. The package contains a number of photographic plates, plus the coordinates and vectors of two new astronomical bodies, a rogue star and its single satellite, that are on a collision course with the earth. Sadly, the coordinates and vectors check out, and reveal the horrible truth: the rogue star (Bellus) and its planet (Zyra), approaching from the direction of Scorpio, will enter the solar system within six months. Zyra will pass close to earth, close enough to affect tides and earthquake belts. Nineteen days later, Bellus will crash into the earth and destroy both bodies. Numbed with this realization, Randall collects his fee in cash, and then spends most of his time at an expensive restaurant, burning it, bill by bill, in the fire of the fondue set at the next table. Most of the guests think he's crazy--but not Joyce Hendron, who breaks off from dancing with her fiancé, Dr. Drake, to sit with Randall and keep him company. In fact, Joyce Hendron fell in love with Randall, probably when they met at Idlewild, and certainly now, when they share a terrible secret. Unaware of this complication, Dr. Hendron and his colleague, Dr. George Frye (Stephen Chase), present their findings to the United Nations Security Council. With the result that the assembled Ambassadors laugh them out of Turtle Bay. (The problem: other astronomers simply dispute the Herndon-Bronson findings.) They then go to the United States Congress, which likewise refuses to fund what they want to build: giant space lifeboats to lift a limited number of human beings, livestock and equipment to Zyra before Bellus crashes into the earth. But though Congress won't appropriate any funds, two industrialists donate funds and land for the establishment of a construction camp to build at least one of the space arks. The money is not even close to sufficient, of course, but an embittered millionaire, Sydney Stanton (John Hoyt), agrees to finance the project. He at first demands the right to select the ark's passengers and crew; Herndon refuses, and eventually wins his financing by offering Stanton one thing only: his own passage on the ark. (Before his meeting with Stanton, Joyce goes to Herndon and confesses that she does not love Drake anymore, and has feelings for Randall instead. Herndon firmly tells her *not* to marry *any* man whom she does not love, and offers to find any excuse to keep David Randall on his staff.) Construction, and the selection of large construction and preparation crews, begin. (Prominent everywhere are signs reading, "Waste anything except TIME. Time is our shortest material.") Preparation includes converting a large selection of books to microfilm to establish a library, and the gathering of crop seeds and livestock. From the 600 members of the project, Herndon will later select forty at random. Everyone understands this, but no one says anything--yet--about the implications. With two possible exceptions: Julie Cummings (Rachel Ames) and Eddie Garson (James Congdon), who have fallen in love on the bus taking them to the camp. Tony Drake has not realized Joyce' feelings for Randall, and Joyce' aloof attitude puzzles him. He has little time to think about that, however. After all, Zyra will pass close to earth in 88 days, with Bellus striking earth 19 days later. (In fact, the project junks the old Gregorian calendar in favor of a very simple double calendar, counting the days to the Zyra and Bellus encounters.) Stanton orders a box of guns brought to camp, predicting that at the last minute, the non-selected personnel will likely attack the ship to fight for seats off-planet. With the continued approach of Zyra-Bellus, the authorities now realize that Herndon was right, and now preparation is too late. As the Secretary of Defense prepares to implement martial law in America, Joyce continues to woo Randall. But she does not realize that Randall has already decided to stay behind. The reason: as an airplane pilot, he would have a skill set that would be utterly useless in the founding of a new civilization that would begin as a farming village only. Why take him, when they could take more livestock instead? Joyce is heartbroken, but determined to win him over, somehow, someway. Martial law begins, along with evacuation of all coastal areas. St. Peter's Square in Vatican City fills to standing-room only with the faithful. Finally, at about 1:00 p.m. on Z-Day, Zyra makes its close pass. The resulting earthquakes cause fires and other damage that threaten the ship. Randall leads a massive effort to shore up the ship's launch track--but then a crane falls, killing some of the senior scientists. The other damage is minor, and the space ark and its launch track remain intact, but now no doubt remains. Elsewhere on earth, tsunamis wash over the cities, and massive flooding occurs everywhere. Drake and Randall take off together to drop some medical supplies for some nearby evacuees. In the process, they take off a small boy who has climbed to the rooftop of his house and finds himself stranded. At first Drake tries to leave Randall behind--but then his conscience gets hold of him and he returns to take Randall off. They return, and now Drake has reconciled himself to losing Joyce to Randall and decided to accept Randall as a friend. Randall, however, is still not convinced that he has any business taking passage aboard the ark. So with Bellus 11 days away, when Herndon holds a lottery draw for the selection process, Randall pretends to take a number, and then puts it back. In short, Randall is refusing passage, though Herndon strenuously tries to persuade him to accept. With Bellus five days away, Drake notices how distracted Joyce really is. So the next day Drake goes looking for Randall, and finds him checking out the cockpit cameras aboard the ark. Drake then tells Randall that Frye, the designated pilot, has a heart condition that could kill him during the blackout phase of the launch, and therefore the ark *must* have a copilot, and Randall is the only man who can so serve on such short notice. Elated to find himself with such a vital role after all, Randall rushes to tell Joyce that he will accept passage (and, presumably, training as Frye's copilot). With Bellus two days away, the rescued boy, whom Herndon has already granted passage, now asks for passage for a stray dog he has adopted. Drake and Joyce weigh the dog (finding out that the dog is female) and agree to take the dog and off-load two chickens. On the final day, Herndon publishes the winning numbers. Eddie Gaston makes the cut, but Julie Cummings does not. A heartbroken Eddie turns his number in. Unknown to him, he has broken into an argument among Herndon, Frye, and Stanton, who wants another person to sacrifice his seat to give the ark a greater chance. In the middle of the heated argument, Stanton's personal assistant, Harold Ferris (Frank Cady), tries to shoot Stanton, but Stanton kills him instead. Randall walks in and orders Stanton to surrender his weapon to him. He then suggests that the women board the ark first, then the livestock, with the men to board last. Frye, on his own authority as captain of the ark, gives orders to grant Julie Cummings passage anyway and gamble that the ark's fuel will still suffice. Now with Bellus less than an hour away, the selected passengers don the cold-weather gear they will wear on Zyra and board the ark. Herndon asures Frye that he will bring Stanton on board last. But in the main bunker, the remaining personnel steal Stanton's guns and try to storm the ark. But a high fence keeps them at bay, so they cannot get close, though they start shooting at the ark. Herndon now reveals that he never intended to take passage, nor allow it to Stanton either. He pushes Stanton's wheelchair away from the boarding ramp, and then uncovers and throws a secret lever that closes the ark's hatch and releases the ark. Stanton desperately lurches to his feet, but to no avail. The ark goes down the slide, then turns up, under full drive, its passengers watching Bellus crash into the earth as they pass before they all black out. Minutes later they all come out of their stupor--including Frye, leading Randall to realize that Drake deliberately exaggerated the health hazard to Frye just to persuade Randall to come aboard. Randall has no more time to think about that, because he and Frye have their hands full with piloting the ark to an intercept with Zyra, and then to a safe re-entry. They run out of fuel after they complete re-entry, so that Randall must glide the ark in--but happily the ark comes down in a deep snow field. Drake wants Randall to wait to let him sample the air, but Randall insists on opening the hatch anyway, as if the air is not breathable, they would die of suffocation anyway. Happily, not only is the air breathable, but at lower altitudes Zyra is green and lush. The passengers disembark (together with the dog and her litter of pups) and take the livestock with them. Last to disembark are Randall and Joyce, who walk down the ramp, hand in hand.