Two creepy "horror" films joined together by Merlin's Shop which is, in turn, introduced by a Grandpa telling the story.

Refined actress Lauren Ames finally has a chance to study with the great theatre professor Stanislav Korzenowski. Sandy Brozinsky, a brash, loud actress, decides through happenstance to also study with Korzenowski. The two women end up dating the same man (who turns out to be a double agent) and follow him across the country to force him to choose between them.

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.