With the help of a secret organization, middle-aged Manhattan businessman Arthur Hamilton (Randolph) exchanges his old identity for a new one, through radical plastic surgery. Installed in a hip, swinging pad on the California coast, Hamilton becomes Tony Wilson (Hudson), an abstract painter with a sexy girlfriend (Jens) and a personal butler (Addy). But groovy cocktail parties aren't quite Arthur's bag, so he returns to corporate headquarters with a request, and receives some unexpected reconditioning.

Booasting one of Hudson’s finest screen performances, this bizarre tale of self-transformation gets the paranoiac treatment from Frankenheimer, a veteran of political thrillers, and ace cameraman James Wong Howe, whose evocative camerawork adds to the sense of unease. Hamilton is as much a victim of his own desire to be someone else as he is of creepy company founder The Old Man (Will Geer), and Hudson portrays his characters naiveté beautifully. Strong support from Jens, Randolph, and Addy, the butler who's uncomfortably keen on coaxing Hamilton to let loose and indulge himself, round out a superb cast. In this age of Botox and TV makeovers, "Seconds" is a disturbing reminder that the fountain of youth is really a poison well.