"A small-town doctor learns that the population of his community is being replaced by emotionless alien duplicates."
Kevin McCarthy
as Dr. Miles J. Bennell
Dana Wynter
as Becky Driscoll
King Donovan
as Jack Belicec
Carolyn Jones
as Theodora 'Teddy' Belicec
Larry Gates
as Dr. Dan 'Danny' Kauffman
Kenneth Patterson
as Stanley Driscoll
Virginia Christine
as Wilma Lentz
Jean Willes
as Nurse Sally Withers
Ralph Dumke
as Police Chief Nick Grivett
Guy Way
as Officer Sam Janzek
Bobby Clark
as Jimmy Grimaldi
Beatrice Maude
as Grandma Grimaldi
Whit Bissell
as Emergency Room Psychiatrist
Richard Deacon
as Emergency Room Doctor
Robert Osterloh
as Ambulance Attendant
Guy Rennie
as Restaurant Owner
Eileen Stevens
as Anne Grimaldi
Tom Fadden
as Uncle Ira Lentz
Jean Andren
as Eleda Lentz
Everett Glass
as Dr. Ed Pursey
Sam Peckinpah
as Charlie the Meter Reader
Dabbs Greer
as Mack Lomax
Marie Selland
as Martha Lomax
Harry J. Vejar
as Man carrying pods in Mile's office (extra)
J. Pat O'Malley
as Railroad Baggage Handler (extra)
as Dr. Harvey Bassett (uncredited)
Frank Hagney
as Townsman (uncredited)
as Ambulance Driver (uncredited)
Don Siegel
Director
Robert S. Eisen
Editor
Ellsworth Fredericks
Director of Photography
Daniel Mainwaring
Screenplay
Richard Collins
Carmen Dragon
Original Music Composer
Jack Finney
Novel
Ted Haworth
Production Design
Joseph Kish
Set Decoration
Jerry Irvin
Music Editor
Ralph Butler
Sound
Richard Maybery
Assistant Director
William Beaudine Jr.
Irva Mae Ross
Script Supervisor
Mary Westmoreland
Hairstylist
Milt Rice
Special Effects
Emile LaVigne
Makeup Artist
Allen K. Wood
Production Manager
Del Harris
Sound Editor
Walter Wanger
Producer