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Arthur Hamilton (John Randolph) is a listless Manhattan businessman who lives with his wife in the New York suburbs. One day, he runs into an old friend (Murray Hamilton) whom he thought had died. The friend leads him to The Company, a secretive operation run by The Old Man (Will Geer). The Company is a high-tech service which, for a price, provides older men with plastic surgery, a beefed-up body, and a fresh start in life. To cover the "disappearance," a middle-aged male cadaver is "killed" in a hotel fire. Hamilton submits to the operation that will turn him into a "Second," and when the bandages are removed, he's shed twenty years, renamed Tony Wilson and portrayed by Rock Hudson. The Company creates a new identity for Hamilton, relocating him in a hedonistic California beach community with an identity as a painter. Celebrating during a local wine festival, Hamilton has his revelry cut short when he learns that all his new young friends are Seconds like himself and suddenly feels trapped in these surroundings. Unfortunately, finding a way out isn't nearly as easy as it was to find a way in.