Strange lights near Mars visible from Earth.

At around three AM I had gone outside for a smoke (tobacco) and looked up toward Mars as it is so bright at this time and noticed what appeared to be a red light a very short distance from the surface at roughly a 2 o'clock position.  
I am not into astronomy but only as a curiosity so I had check an almanac to be confident that this was Mars and not another planet.  This was quite difficult to see given the light reflecting from Mars but by focusing it was quite visible.          
The location appeared mostly constant but over time it would appear to move closer to the surface and then after a time move away again.  
As I was observing this I noticed another light that was located in the seven o'clock position much closer to the surface.  This light appeared to change position from at the surface to move towards and at times cover the surface or go behind Mars.
At just after four AM my wife got up and I immediately asked her to look at the this.  I did not tell her what I saw but asked her to look at Mars. 
I wanted verification to what I was witnessing as I was wondering if I was seeing things that aren't there.  
After a few seconds, she saw what I was seeing, only the lights appeared white to her.  I have no idea what these lights could be.  
The only feelings I had were what in the hell was I seeing.  
This was visible to close to the time that Mars set around five AM.  
We live at the edge of Edwards AFB and ten miles from any town, so it is quite easy to see objects in the night sky.