Jessica Hamilton goes to Venice for a piano competition, but she's running a little late. On arrival in Venice, she finds that she has no room reservation and that she has been taken out of the competition. She is befriended first by Luca Renosto a same-age Venetian boy and secondly, Alvise Contrarini, the director of the competition. The two compete for her love throughout the movie until one gets disqualified in a surprise ending.

Dr. Pretorius and his colleagues are working on a sensational experiment: by means of stimulation of the pineal gland, they want to open the human mind to higher dimensions. When the experiment succeeds, however, they are immediately attacked by terrible life forms, which apparently are floating around us all the time. When Dr. Pretorius is killed by one of them, Dr. Tillinghast is under suspect and thrown into the psycho ward due to his stories. Only the ambitious psychologist Dr. McMichaels believes him and wants to continue the experiment.