Jay Drews, billed as the Man of 1000 Faces, does a quick-change act. After a performance, he's approached by a stranger selling him a realistic Martian costume, claiming he found it in a chest that fell out of the sky. Jay purchases the costume, tries it on, and then finds he can't take it off. The costume seems to have other plans for Jay...
On an archaelogical dig, mysterious lights start emanating from caves, having dramatic effects on the men on the dig, changing them into strange creatures.