(Comedic Sci-fi Thriller)

It is a stormy desert night. Business has been lousy at Al's, an isolated roadside diner near Groom Lake Air Force Base (home of Area 51). AL, the owner and cook, decides to close up for the night. He sends his "been there, seen it all" waitress LOU home. His only customer, MICHELLE, a part-time hooker, unhappily realizes she will have to trade Al sex for a ride home.

Just as Al starts to collect the fare, Lou returns followed by a number of customers, all driven here by the storm: PETE and MARIA LANGELLA (a couple bickering over money), OLEG and IVANA, (Russian-accented "French" tourists), GUSTAVE and FLOWER (a beatnik couple), HUNTER (a Jaguar-driving Vegas highroller) and BITSY (his "girlfriend"). Into this brew arrives CAPTAIN "HAP" BEAUMONT, the new Groom Lake AFB commander and his wife MARILYN, dust-covered from having been forced to walk through the storm after their car was run off the road. Discovering Hunter was driving the Jaguar, Hap socks him.

As everyone waits out the storm, tensions mount and the rumors about Area 51 surface, with lines quickly drawn between the believers and the skeptics. Gustave and Flower turn out to be government conspiracy nuts, convinced that aliens are being kept by the Air Force at Area 51. Oleg and Ivana seem deteremined to visit the base even though Ivana appears to be 16 months pregnant. Maria Langella is an early Scientologist while her husband Pete is a complete skeptic. Hunter is focused on the money-making possibilities of turning Al's diner into a UFO-oriented tourist attraction while his "girlfriend" Bitsy is concerned about Michelle's not-so-subtle overtures towards Hunter.

Hunter decides to chance the storm because of a "business appointment" in Reno and discovers BILLY, an A.W.O.L. G.I., trying to steal the Jaguar. Billy explains that he was trying to get away because something weird is going on at the base. "People aren't themselves." The BASE M.P.s arrive; Billy makes a break for it and is shot down. As they drag Billy away, the M.P.s restrict everyone to the diner including Hap, the new base commander.

Hunter, Bitsy, and Michelle decide to make a break for it, only to discover they can't leave the parking lot. Something is keeping them at the diner. Tensions and suspicions ratchet up. Suddenly, the people trapped in the diner begin revealing who they really are...