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Three residents at Sunny Shores retirement home in St Petersburg, Florida—Art Selwyn (Don Ameche), Ben Luckett (Wilford Brimley), and Joe Finley (Hume Cronyn)—discover that there are alien cocoons in their neighbors' swimming pool that seem to confer renewed vigor into their aging bodies.

Cocoon is also a 1985 novel by American writer David Saperstein. The novel was adapted for the movie by American screenwriter Tom Benedek. A sequel entitled Cocoon - Il ritorno (1988) was released in 1988.

They came from the planet Antarea about 10,000 years ago and settled on the island of Atlantis which sank as the result of an earthquake (according to legend). While most of the Antareans were able to escape, 20 of them remained behind in cocoons submerged in the ocean. In the movie, Antareans "Walter" (Brian Dennehy) and "Kitty" (Tahnee Welch), living incognito as humans, have returned to pick up the survivors.

Ben and his wife Mary (Maureen Stapleton), Joe and his wife Alma (Jessica Tandy), and Art and his bride Bess (Gwen Verdon) agree to go, as do two dozen other seniors. Their friend Bernie Lefkowitz (Jack Gilford) chooses to stay behind following the death of his wife Rose (Herta Ware).

The Manta, with the St Petersburg police in hot pursuit, heads out to meet the mothership The ship creates a massive fog that obliterates the boat from the view of the police. As the boat begins to lift into the sky, Jack (Steve Guttenberg) says goodbye to Kitty, inviting her to visit him if she's ever in the neighborhood, and leaps overboard into a liferaft. The boat slowly disappears into the mothership. Some time later, a funeral is held on the beach, commemorating the "tragedy at sea" that has taken these citizens in "the sunset of their lives." While everyone joins in silent prayer, Ben's grandson David (Barret Oliver) looks to the sky and smiles. In the final scene, the spaceship speeds toward the sun.