"The residents of San Francisco are becoming drone-like shadows of their former selves, and as the phenomenon spreads, two Department of Health workers uncover the horrifying truth."
Donald Sutherland
as Matthew Bennell
Brooke Adams
as Elizabeth Driscoll
Leonard Nimoy
as Dr. David Kibner
Jeff Goldblum
as Jack Bellicec
Veronica Cartwright
as Nancy Bellicec
Art Hindle
as Dr. Geoffrey Howell
Lelia Goldoni
as Katherine Hendley
Kevin McCarthy
as Running Man
Don Siegel
as Taxi Driver
Tom Luddy
as Ted Hendley
Stan Ritchie
as Stan
David Fisher
as Mr. Gianni
Tom Dahlgren
as Detective
Garry Goodrow
as Dr. Boccardo
Jerry Walter
as Restaurant Owner
Maurice Argent
as Chef
Sam Conti
as Street Barker
Wood Moy
as Mr. Tong
R. Wong
as Mrs. Tong
Rose Kaufman
as Outraged Woman
Joe Bellan
as Harry
Sam Hiona
as Policeman #1
Lee McVeigh
as Policeman #2
Al Nalbandian
as Rodent Man
Lee Mines
as School Teacher
Robert Duvall
as Priest on Swing (uncredited)
Michael Chapman
as Health Dept. Floor Cleaner (uncredited)
Philip Kaufman
as City Official on Phone (uncredited) (voice)
Al Perez
as PG&E Man (uncredited)
Jeff Scheftel
as Pod Person at Party (uncredited)
Kevin Harris
as Dr. of Pods (uncredited)
Robert H. Solo
Producer
Jack Finney
Novel
W.D. Richter
Screenplay
Director
Douglas Stewart
Editor
Director of Photography
Agnes Anne Rogers
Costume Design
Mary Goldberg
Casting
Denny Zeitlin
Original Music Composer
John Nutt
Sound Editor
Aggie Guerard Rodgers
Doug von Koss
Set Decoration
Edie Panda
Hairstylist
David R. Ellis
Stunt Coordinator
Charles Rosen
Production Design
Bonnie Koehler
Supervising Sound Editor
Alan Levine
Production Manager
Louis Niemeyer
First Assistant Camera
Bob Westmoreland
Makeup Artist
Art Rochester
Sound
Dell Rheaume
Special Effects
Edouard F. Henriques III
Mary Elizabeth Still
Costumer
Alice Tompkins
Script Supervisor
Thomas R. Burman
Ben Burtt
Sound Effects Designer
Russel Hessey