If nothing else, it proves that the idea for "Nightmare On Elm Street" actually wasn't all that original. Richard Conte plays a man afraid to sleep, afraid of his dreams (which, as a confirmed insomniac, is subject matter that hits me right where I live). John Larch ("Dirty Harry") plays the psychiatrist he consults with, and Suzanne Lloyd (very, very sexy actress; wonder why she never went any further in her career? She reminded me of my personal fave from the 50's-- Marla English) plays the sinister, seductive female waiting for him from behind the wall of sleep. The episode is a perfect combination of character-driven dialogue and German-Expressionistic imagery that turns a seedy and innocuous carnival set into a dangerous, pulse-pounding nightmare. One of the more memorable episodes without an ounce of excess fat...none of the all-too-common "Twilight Zone" pontificating, facile moralizing or simplistic "good vs. evil" plot devices.

Conte's character is not a villain, and he's not an overly virtuous prig. He's Everyman (the sort of role that Conte excelled in), and therein lies the power of the episode, which creeps up insidiously on you during the course of its 30 minutes.

It was always interesting when the Zone would come up with stories where the lead character finds themselves in a bind no matter what they do. In this case, if he falls asleep, he'll likely have a heart attack and die. Yet he can't stay awake forever. Great story and it's always great to see John Larch.

Remids me of when I was a kid and I was scared to have nightmares so I kept myself awake.

A tight script that grabs the viewer and moves with incredible velocity. The acting, direction and cinematography are superb, and matched by an eerie, twitchy score. One of the top five episodes.