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Since Biblical times man has witnessed and recorded strange manifestations in the sky and specualted on the possibilities of visitors from another world.  Today, from the skys of California, the fields of Kansas, the rice patties of the Orient, the airlanes of the world, come persistant reports of UFO's-Unidentified Flying Objects, which we have come to know as flying saucers.

In Dayton Ohio, the Air Intelligence Command gathers data from all quarters of the globe. Ninety-seven per cent of the objects prove, on investigation, to be of natural origin but three per cent still are listed as unknown.

The Airforce is aware of the widely held belief that some of these could be flying saucers from another planet. While there is nothing conclusive in the evidence, the probing and digesting of information about UFO's continues unceasingly.  As a result, headquarters of the Hemispheric Defense Command in Colorado Springs issued an order. All military installations are to fire on sight at any objects not identifiable.

But even  as they did so, the military wondered whether their scientific know-how and their best weapons would be effective in any battle of....

Two hours after their wedding, Dr Russell A. Marvin and his new wife Carol are returning to Operation Sky Hook. They enter the restricted area as Dr. Marvin begins recording notes about the project and it plans of paving the way for man's first journeys into space.  Suddenly the air is disrupted by a loud whirring noise as the Marvin's car is buzzed by a flying saucer. They stop the car as Dr. Marvin watches the saucer disappear into the sky.  Getting back into the car, Carol turns off the recorder and wants to tell someone but Dr. Marvin explains that they must think and evaluate everything before reporting the event.

Having arrived at the base, Carol, who is also Dr. Marvin's secretary, begins transcribing the notes about Operation Sky Hook that were recorded. As the tape is playing back they discover that they had accidentally recorded the sound of the saucer.

Operation Sky Hook is a series of rockets manned with satellite that will act as probes gathering data from the outer atmospheres so that man will know what to expect when he takes his first steps toward's manned exploration of space.

Project 11 is the 11th rocket to be launched. With five minutes before lift-off, General Hanley arrives at the base in an attempt to stop the launch.  Hanley demands to speak to Dr. Marvin but learns that he is to late to stop the launching. While talking to Dr. Marvin, Hanley tells him that he has bad news about the project but the bad news is countered when Carol, who is General Hanley's daughter explains that she is now married.

The 11th rocket is launched on schedule and without event. The Marvin's return to their home with General Hanley who explains that all previous 10 rockets have exploded in space and then have come crashing back down to the earth. With nothing exlosive in the rockets, this poses a new mystery. Carol explains to her father that they saw a flying saucer and that it's possible the rockets are being destroyed by aliens. Overhead two mysterious lights appear. Dr. Marvin explains that they've been seen around the base and that most feel they are form of St. Elmo's Fir, a mysterious electrical discharge that shows itself in the form of light.

Dr. Marvin receives a note from the base that all contact with Rocket 11 has been lost.

In spite of the previous 11 failures, project 12 goes into full swing. Dr. Marvin and Carol plan to seal themselves into the sound-proof office and monitor the rocket personally.  General Hanely wants to watch the launching from ground level.  Minutes before the lauch a sentry at the West gate reports that he has spotted a UFO. It is considered a joke until the saucer is seen at the base. It lands and three alien creatures emerge.  A weird electronic sheild surrounds the craft as one creature begins to head towards a base building.  Fearing attck, the military begins firing an Artillary cannon at the saucer but the aliens fire an intense light beam that disintegrates the cannon and the men firing at them.  One of the creatures is wouded and the Aliens drag him back to their ship before lifting off.  Madness follows as the saucer begins destroying everyhting on the base.

Dr. Marvin are oblivious to the events in their sound-proof room. Communication with the outside has been cut-off  and then they see the end result of the bases destruction on video monitors.  Dr. Marvin tries to leave the building but debre has them trapped inside.

General Hanley was rendered unconscious during the attack and the aliens have taken him prisoner. Now thousands of miles above the earth's atmosphere the aliens begin interrogating the general. Refusing to give any information. The Aliens use a mysterious probing device mounted on the ceiling of the saucer to scan the general's mind.

Still trapped, Dr. Marvin is recording notes of everything that has happened incase he and his wife are not found alive. The batteries on the recorderer are failing. When he plays back the tape he discovers that the alien message can now be understood.  They are rescued and head to Washington D.C. and the Pentagon to explain all of the events that have happened. Dr. Marvin wants something done but the military is reluctant to act immediately.

Later that night, Dr. Marvin contact the aliens on aradio transmitter. They tell him that he must come to the beach. Dr. Marvin leaves to meet them and Carol tries to stop him but to no avail. She contacts Major Hughlin and the two of them follow Dr. Marvin who is hurrying to make sure he meets the aliens on time.  They pass a motorcycle cop who also follows them.

Now at the beach, Dr. Marvin discovers that the aliens have landed and are waiting for him. The Marvins, Major Hughlin and the motorcycle cop all enter the spacecraft which takes off. In an instant they are in space.  The Aliens appear and explain that everything is happening between time and that the ship is driven by a magnetic field. The Aliens also explain that the rest of the fleet is circling the globe and are preparing to come down to the Earth to take it over since their planet is dead.

They aliens tell them that they know much about the Earth and when questioned they answer in the voice of Carol's father.  The probe that scanned his brain totally erased it and has left him without any memory or thought. In a panic, the motorcycle cop fires his gun at the aliens who use the brain scanning probe on him.  Dr. Marvin is told that he has 56 days to arrange a conference of the world leaders on Earth to arrange a peaceful surrender.

Back on Earth, Dr. Marvin once again tells the Pentagon what has happened. He explains that because of their flight, he thinks he has come up with a weapon that can stop the alien saucers. With 27 days left, the gun is completed but it's not powerful enough to stop them. Rethinking his design he comes up with a new device that will work.

The test on the new gun is successful and as they discuss it's use, the strange St. Elmo's fire lights appear in the lab.  Major Hughlin fires a shot at and destroys it. It is clear to them that the aliens have been observing them through this device the whole time.

An alien saucer arrives and they use the new gun. This gun interupts the magnetic pulse which allows the saucer to fly.  The saucer begins to waver and the three aliens outside must return to the ship. Two make it but the third is left behind.  It begins emitting a laser blast from the ends of it's arms destroying things around it before it is shot and killed.  When the creatures helmut is removed, it's body dissolves into nothing.  The creatures helmut and suit work as an exo-skeleton for it's atrophied muscles and skin. The escaping saucer now begins an attack, first destroying a fighter plane and then a building before setting the forrest surrounding the compuond ablaze. It's last act of defiance is to hoover over the compound before dropping the bodies of General Hanlan and the motorcycle cop to the earth.

The helmut is analyzed and a translating device is found inside. It allows them to translate the alien messages. It is also discovered that helmut increase the senses of anyone wearing it, especially the sight and sound. As they discuss plans of a more power magnetic pulse gun, the lab is filled with an ominous message.

"PEOPLE OF EARTH, ATTENTION!" it begins.  Every device capable of transmitting sound is pushing the message which declares that the saucers are coming to take over the earth and that they should watch the sun for a sign.

More powerful versions of the magnetic pulse gun are made as a huge solar flare erupts on the sun. It disrupts the weather and cripples transportation which hinders any attempts of evacuating the major cities.  Finally, 9 days after the solar flare, evacuation begin.  On the 10th day the saucers attack Washington D.C.

With the magnetic pulse guns stationed around the city, earth begins it's fight for survival. The first saucer they use the gun against begins wavering in the sky and the crashes into the Potomac. Carol joins her husband as they now move around the city to stop the alien invasion with the guns fastened on the backs of trucks.  The aliens also use their light beams to begin destroying buildings. One saucer lands at the WHite House as Dr. Marvin arrives. The saucer attempts to lift off but the magnetic pulse gun stop it, sending it crashing into the street of Washington.  Another suacer is attacked as it spirals downward into the Washington monument. As the monument topples, fleeing citizens who were unable to evacuate the city are crushed under the falling debris.

Realizing the magnetis pulse guns can stop them, the saucers begins destroying them but they are not quick enough.  The final saucers head to the Capital Building. One is downed sending it crashing into the steps, the final is also stopped as it spirals down into the dome of the Capital.

For now the assault has ended and the Marvin's take their much anticipated honeymoon.  Stitting on the beach Carol asks if the aliens will return. He looks up in the sky and tells her that they wouldn't on such a beautiful day.

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