A jeep arrives, in the present day, at its destination deep in the Sonora Desert, in a sand-swept village in northern Mexico. It is difficult for the waiting Mexican Federales Police to hear the words of the team leader over the howling sandstorm asking if they are the first to arrive there. Shouting over the storm in Mexican, another of the Federales is impossible to understand without an interpreter.

A second car arrives, and the newcomers lean into the wind, holding onto their caps. One of the men, identifying himself as a cartographer and not a professional interpreter, David Laughlin (Bob Balaban) is able to translate French into English and English into French. Laughlin recognizes the French-speaking scientific team leader, Claude Lacombe (François Truffaut).

Lacombe: How long have you been working on this project?

Laughlin: I've been with the American team from the beginning. In fact, I saw you at the Montsoreau conference which ended well, especially for you. Especially for the French. If it isn't too late - my congratulations.

They are summoned by one of the Americans, shouting and pointing, they're all there. Everyone runs through the sandstorm, which begins subsiding, to a collection of vintage fighter aircraft from World War II - in pristine condition. Lacombe orders the serial numbers of the planes transcribed off their engine blocks. Laughlin is confused:

Laughlin [confused]: What the hell is happening here?

One of the mission project leaders (J. Patrick McNamara) explains:

Project Leader: It's flight number 19!

Laughlin: 19 what?

Project Leader: It's that training mission from the naval air station at Fort Lauderdale. They were doing target runs on an old hulk.

Laughlin: Who flies crates like these anymore?

Project Leader: No one. These planes were reported missing in 1945.

Laughlin: But it looks brand new! Where's the pilot? I don't understand! Where's the crew? How the hell did it get here?

Laughlin poses unanswerable questions, as the leader finds personal effects in the cockpit of one of the planes - sepia photographs and a 1945 calendar from a bar in Pensacola, Florida. The vintage torpedo bombers have charged batteries and full fuel tanks. One after another, the engines of the planes are throttled up and brought to life.

Trying to figure out the enigma, Lacombe is brought to a cantina to speak to one of the local Mexicans who was an eyewitness to the inexplicable events that happened the previous night. The old derelict's half-crazed face is brightly sunburned and he sheds tears of joy:

Old Man: El sol salio anoche y me canto!

Translator: He says the sun came out last night. He says it sang to him.

Laughlin gazes up to an unfocused point in space and time as the sand-swept scene shifts to the sweeping viewer of a radar screen at Air Traffic Control, Indianapolis Center.

Air traffic controllers, almost three thousand miles away from the Mexican desert, keep watch over the skies above Indiana. They monitor pilot's communications, airplane locations, and general aircraft activity to keep the skies safe.

Air East 31: Indianapolis Center, you have any traffic for Air East 31?

Air Traffic Controller: Air East 31, negative. The only traffic I have is a TWA L-1011 in your six o'clock position. Range - fifteen miles. There's an Allegheny DC-9 in your twelve o'clock position, fifty miles. Stand by one. I'll take a look at Broadband.

Air East 31: Air East 31 has traffic two o'clock, slightly above and descending.

Air Traffic Controller: AirEast 31, Roger. I have a primary target about that position now. I have no known high-altitude traffic. Stand by one. I'll check Low [altitude]. Over.

Air East 31: AirEast 31. The traffic's not lower than us. He's one o'clock now, still above me and descending.

Air Traffic Controller: Air East 31, can you say aircraft type?

Air East 31: Negative, Center, no distinct outline. To tell you the truth, the target is rather brilliant. It has the brightest anti-collision lights I think I've ever seen. Alternating white to red. The colors are striking.

TWA 517: Center, this is TWA 517. Traffic now looks like extra bright landing lights. I thought Air East had his landing lights on.

As the not-so-routine communications continue, a few of the other Traffic Controllers crowd around the computerized radar screen as an unknown radar blip in the air-position display shows up next to the other two planes. The controllers can hardly comprehend what they are seeing - an imminent air collision.

Air East 31: OK Center. AirEast 31. The traffic has turned. He's heading right for my windshield. We're turning right.

A Conflict Alert sounds.

Air Traffic Controller: AirEast 31, descend and maintain flight level three-one-zero. Break, Allegheny triple four. Turn right thirty degrees immediately.

Air East 31: AirEast 31, Roger. The traffic is quite luminous and is exhibiting some non-ballistic motion. Over.

Air Traffic Controller: Roger, AirEast 31. Continue to send at your discretion, over.

Air East 31: OK, Center. Center, pilot's discretion is approved. The traffic is approaching head-on...and really moving. Went by us, right now. That was really close.

One of the supervisors leans over the controller's shoulder to document the unidentified flying object.

Supervisor: Ask them if they want to report officially.

Air Traffic Controller: TWA 517, do you want to report a UFO? Over.

TWA 517: Negative. We don't want to report.

Air Traffic Controller: Air East 31, do you wish to report a UFO? Over.

Air East 31: Negative. We don't want to report one either.

Air Traffic Controller: Air East 31, do you wish to file a report of any kind to us?

Air East 31: I wouldn't know what kind of report to file, Center.

Air Traffic Controller: Air East 31, me neither. I'll try to track traffic to destination, over.

Muncie, Indiana: On a summer, star-lit, breezy night in Muncie, Indiana, a young innocent child named Barry Guiler (Cary Guffey) awakens from a dreamy sleep in his country house. The blowing trees outside his window cast moving shadows across his pillow and rustle the curtains.

Inexplicably but intentionally, a mechanical toy monkey on his dresser begins moving manically - it noisily clashes its two cymbals together. Barry sits up from the noise and clamor, noticing that other mechanical objects and toys in his room are buzzing and have also sprung into action.

His phonograph player begins to spin, the head of a ghoulish monster turns red and the figure moves its outstretched hands, and his play-toy vehicles start cruising around. As the aliens converge, a round beam of light dances on the wall of the stairway - he follows it down as it leads him out to the screen door of the porch.

Through the door, he can see more brilliant light, and drifting smoke. When he hears a sound behind him, the boy turns toward the kitchen - Coke cans drip their contents onto the floor in front of the opened refrigerator. Grocery items are in a messy heap that lead toward the pet-door. With an enchanted look on his face, as if called by an invisible presence that only he senses, Barry irresistibly follows the sounds and is spirited away by the aliens into a field.

Upstairs, Barry's young single mother Jillian Guiler (Melinda Dillon) is roused from her sleep by an invasion of her son's activated toys and the fact that her television set has been turned on. Thinking it's her son playing a trick on her, she calls out for him. But when she enters her son's room, he is missing. Still grasping one of the moving toys, she sees a gleeful Barry running from the house toward the woods, giggling and amused as he disappears into the night. She entreats him to stop, fearfully but helplessly calling.

A suburban home also in Muncie: Blue-collar electric company technician Roy Neary (Richard Dreyfuss) at home with his family - Ronnie (Teri Garr), his wife, and their three kids, Brad, Sylvia and Toby (Shawn Bishop, Adrienne Campbell and Justin Dreyfuss). Roy is playing with a toy train set in the center of his family's living room. A music box plays Jiminy Cricket's theme song: "When You Wish Upon a Star" from Disney's Pinocchio.

Brad: Dad, do my problems for me.

Roy: I don't have to do your problems for you. You do your problems for you. That's why I graduated, so I don't have to do problems.

Brad: I don't understand these fractions.

Roy: All right. What's one-third of 60?

Brad: That's a fraction. I don't understand it.

Roy: All right, look. Let's say......that this boxcar is 60 feet long. And one-third is across this switch here. And now another train is coming. How far do you have to move this boxcar off the track......so that the other train doesn't smash it? Quickly, Brad, there are thousands of lives at stake. Brad, any answer.

CRASH!

Ronnie: Remember last weekend......you promised everybody a movie this weekend? Honey?

Roy [checking the paper]: You know what's playing? Pinocchio! The kids have never seen Pinocchio. You guys have never seen it. You'll love it.

Brad: Who wants to see some dumb cartoon rated 'G' for kids?

Roy: How old are you?

Brad: Eight.

Roy: You wanna be nine?

Brad: Yeah.

Roy: Then you're going to go see Pinocchio tomorrow night.

Brad makes a disgusted gesture, but shuts up.

Ronnie: That's a wonderful way to win over your children.

Roy: I'm not serious, I'm just saying that I grew up with Pinocchio, and if kids are still kids, they're going to eat it up.

Ronnie looks at him in disgust.

Roy: Okay, I'm wrong, all right? I'm Wrong Roy.

Yells at his youngest son, who is demolishing his sister's doll.

Roy: Okay, I'm wrong. I'm Wrong Roy, all right? Toby! You are close to death! Come out here!

Toby giggles, but obeys.

Roy: I'll give you your choice. I'm not gonna be biased in any way. You can either play Goofy Golf, which means a lot of waiting and pushing......or you can see Pinocchio......which is a lot of furry animals and magic and a wonderful time. Now, let's vote.

The kids all vote for golf. The television is playing the four-hour movie, The Ten Commandments.

Ronnie: All right, everybody to bed!

Toby: No way! Dad said we could finish watching The Ten Commandments!

Ronnie: Roy, that movie is four hours long.

Roy: I told them they'd watch only five commandments.

Ronnie answers a phone call from foreman Earl, who asks for Roy - one of his power company technicians.

Earl: Neary, listen to me now, get over to the Gilmore substation. We have lost the power up and down the line. There's a drain on the primary voltage.

The lights go out.

Earl: We've lost half the transformers at the Kennedy substation.

Lights throughout town begin to go dark as the progressive power failure spreads quickly across the power grid. Soon, the entire area has been engulfed in darkness. All the alarms blink as Roy briskly enters the Department of Water and Power substation to investigate the source of the power drain. Reports are flowing in about the massive power-cut: Crystal Lake is dark. Tolono is completely gone. One of the technicians recommends a strategy to deal with the failing system.

Technician: Let it all fail. We'll pick up the pieces later after it's fallen.

A temporary supervisor chimes in.

Supervisor: I got reports of vandalism on the line. I got eight 90-megawatt lines down all over.

Roy: There's no wind, normal tension for the sag is 15,000 pounds per wire.

Neary is knowledgeable about the Crystal Lake area, so he is appointed, without regard to seniority, to go to Crystal Lake because he worked there as a journeyman a few years earlier. As Neary prepares to leave, another report shows how serious the problems really are.

Technician: Got a fresh impedance coming up. It's not an overload. It's a drain. Lines M-Mary ten through M-Mary fifteen. And Municipal Lighting is asking to be cut free.

Supervisor: You tell Municipal Lighting we're going to candle power in ten minutes.

Meanwhile, Jillian searches desperately for her son near their home, using a flashlight to guide her way. Distraught, she calls out to Barry.

Roy is lost on the road en route to Crystal Lake to investigate the power blackout.

Roy [chuckles to himself]: Help, I'm lost.

While his face is buried in a roadmap to get his bearings, he sees a set of bright lights approaching from behind his truck. Without looking, he casually waves on the car, and is reprimanded.

Driver: You're in the middle of the road, you jack-ass.