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|Dee Wallace||Karen White|
|Patrick Macnee||Dr. George Waggner|
|Christopher Stone||R. William 'Bill' Neill|
|Belinda Balaski||Terry Fisher|
|Kevin McCarthy||Fred Francis|
|John Carradine||Erle Kenton|
|Slim Pickens||Sam Newfield|
|Elisabeth Brooks||Marsha Quist|
|Robert Picardo||Eddie Quist|
|Noble Willingham||Charlie Barton|
|James Murtaugh||Jerry Warren|
|Jim McKrell||Lew Landers|
|Forrest J Ackerman||Bookstore Customer|
|Robert A. Burns||Porn Store Patron|
|Jonathan Kaplan||Gas Station Attendant|
|John Sayles||Morgue Attendant|
|Roger Corman||Man in Phone Booth|
|Kenneth Tobey||Older Cop|
|Dick Miller||Walter Paisley - Bookstore Owner|
|Pino Donaggio||Original Music Composer|
|John Hora||Director of Photography|
|Steven A. Lane||Executive Producer|
|Daniel H. Blatt||Executive Producer|
|Terence H. Winkless||Screenplay|
|Gary Brandner||Story Contributor|
"Imagine your worst fear a reality"
Karen White (Dee Wallace) is a Los Angeles television news anchor who is being stalked by a serial murderer named Eddie Quist (Robert Picardo). In cooperation with the police, she takes part in a scheme to capture Eddie by agreeing to meet him in a sleazy porno theater. Eddie forces Karen to watch a video of a young woman being raped, and when Karen turns around to see Eddie she screams. The police enter and shoot Eddie, and although Karen is safe, she suffers amnesia. Her therapist, Dr. George Waggner (Patrick Macnee), decides to send her and her husband, Bill Neill (Christopher Stone), to "The Colony", a secluded resort in the countryside where he sends patients for treatment.
The colony is filled with strange characters, and one, a sultry nymphomaniac named Marsha Quist (Elisabeth Brooks), tries to seduce Bill. When he resists her less-than-subtle sexual overtures, he is attacked and bitten by a wolf-like creature while returning to his cabin. He later returns to find Marsha waiting and the two have sex by the campfire in the moonlight. During the encounter, their bodies have undergone a frightening transformation as they both shapeshift into werewolves.
After Bill's wolf bite, Karen summons her friend Terri Fisher (Belinda Balaski) to the Colony, and Terri connects the resort to Eddie Quist through a sketch he left behind. Karen also begins to suspect that Bill is hiding a secret far more threatening than marital infidelity. While investigating, Terri is attacked by a werewolf in a cabin, though she escapes after cutting the monster's arm off. She runs to Waggner's office and places a phone call to her boyfriend, Chris Halloran (Dennis Dugan), who has been alerted about the Colony's true nature. While on the phone with Chris, Terri is attacked and killed by Eddie Quist. Chris hears this and sets off for the Colony armed with silver bullets.
Karen is confronted by the resurrected Eddie Quist once again, and Eddie transforms himself into a werewolf in front of her. She escapes, and Eddie is later shot by Chris with a silver bullet. However, as it turns out, everyone in the Colony is a werewolf. These werewolves can shapeshift at will; they do not require a full moon. Karen and Chris survive their attacks and burn the Colony to the ground.
Karen resolves to warn the world about the existence of werewolves, and surprises her employers by launching into her warnings while on television. Then, to prove her story, she herself shapeshifts into a werewolf, having become one after being attacked at the Colony by her husband Bill. She is shot by Chris on live television, and the world is left to wonder whether the transformation and shooting really happened or if it was the work of special effects. It is also revealed that Marsha Quist escaped the colony alive and well.
Theatrical : 1981-04-10 : United States of America
DVD : 2001-08-28