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"''It's like a jigsaw puzzle all one color. No key to where the pieces fit in.''"
"''It's like a jigsaw puzzle all one color. No key to where the pieces fit in.''"
: - '''Kirk'''
: - '''Kirk'''
"''I have never understood the female capacity to avoid a direct answer to any question.''"<br />
"''And I never understood you... until now. There was always a place in here ''(Leila touches Spock's heart)'' where no one could come. There was only the face you allow people to see. Only one side you'd allow them to know.''"
: - '''Spock''' and '''Leila'''
"''Emotions are alien to me. I'm a scientist.''"
"''Emotions are alien to me. I'm a scientist.''"
: - '''Spock''', to Leila
: - '''Spock''', to Leila
"''Not like this it didn't hurt us.''"<br />
"''I am not like you.''"
: - '''Leila''' and '''Spock''', after Spock gets sprayed by the spores for the first time

Revision as of 00:08, 22 November 2010


The Enterprise crew finds happiness at a colony where alien spores provide total contentment.



The USS Enterprise arrives at the planet Omicron Ceti III, the site of a colony established in 2264. Unfortunately, the Enterprise's mission is only to catalog its destruction under the bombardment of deadly berthold rays, which were discovered after the colonists left Earth.

Captain Kirk, Commander Spock, Doctor McCoy, Lieutenant Sulu, Lieutenant DeSalle, and Lieutenant Kelowitz beam down to the planet's surface to surprisingly discover that Elias Sandoval and the other colonists are not dead after all.

Act One

Spock encounters Leila Kalomi, a botanist he had met on Earth many years before. She had loved him, but he had been unable to return her love despite being half-Human. McCoy is astounded to discover that every colonist is in perfect physical health, even to the point where childhood injuries have repaired themselves. Sandoval attributes this to their healthy lifestyle that is a plant based diet. Other anomalies are discovered, such as the total lack of any animal life other than the colonists themselves, and no cars or trucks are present as well.

Leila promises to tell Spock their secret, and leads him to a flowering plant, which blasts him with spores. The spores cause Spock's emotional barriers to break down, and he confesses his love for Leila.

Act Two

When Kirk hails Spock, he does not respond, forcing Kirk to come and find out what is wrong. Spock manages to blast Sulu and Kelowitz with spores as well, and soon McCoy is beaming the plants aboard the Enterprise.

As it turns out, the spores not only induce a feeling of total peace and euphoria, but they are also the reason that the colonists have been protected from the berthold rays. Spock explains that the plants traveled through space until they landed on the planet, actually thriving on the berthold rays. The plants act as a repository for thousands of microscopic spores until they find a Human body to inhabit. In return, they give their host complete health and peace of mind: in short, paradise; no wants and no needs. When Kirk hears that, he disagrees, stating that Humans weren't meant for that. He insists that man stagnates if he has no challenge to drive him and motivate him. But Spock says that Kirk simply doesn't understand now, but that he would come around eventually and really comprehend what they mean and join them.

Kirk, however, decides to go back to the ship. Uhura, under the spores influence herself, leaves the bridge to beam down, but not before sabotaging the communications station so Kirk cannot contact Starfleet, only to be in contact with the planet. Kirk then discovers that his entire crew is beaming down to the surface and orders them to go back to their stations. His crew refuses and continues to beam down to the planet surface.

Act Three

Alone on the bridge and growing increasingly desperate in his situation and realizing the helpless position he is in as the last person unaffected by the spores, he records a message on the log, confessing to his isolation and his inability to offer something against this alluring paradise, when he is suddenly blasted by a pod plant left on the Enterprise bridge. He becomes just as mindlessly happy as the others and hails Spock to let him know that he finally understands and wants to join them after all. About to beam down on the planet, he suddenly gets a hold of himself and becomes angry, yelling that he cannot leave and becomes himself again, free of the spores. That is when he realizes that violent emotions and anger are what counteract the spores' euphoria-inducing effects. Noting this cure for the spores in his log, Kirk also realizes that his plan to free his crew and the colonists from the spores' effects comes with one potential danger: Spock. Knowing his First Officer to be stronger than a normal human being, and could kill him with his bare hands, Kirk decides to risk it as he successfully tricks him into beaming up, and angers the Vulcan sufficiently enough to destroy the spores in his body as well.

Act Four

When Spock comes to, the two create a subsonic transmitter that induces anger and intense emotions in everyone on the planet's surface, thus eradicating the spores.

Enterprise officers shaking off the effect of the spores

When Leila beams up to the ship to find out what happened to Spock, she tells him that she cannot lose him again. But Spock tells her that he has a responsibility to the ship, and to his friend the captain. He goes on to tell her that he is who he is, and that if there are self-made purgatories then we all have to live in them, that his can be no worse than someone else's. Leila cries and then realizes that she lost not only Spock but the feeling the spores induced as well. However, she says that her feelings for Spock still have not changed and that she still loves him.

The transmitter is activated, and fights break out across the colony, destroying the spores' effects. Sandoval expresses regret, noting that they have not really accomplished anything, as any progress they made was purely the result of the spores. He hopes that he and the other colonists can try again on another planet. As the Enterprise leaves Omicron Ceti III for Starbase 27, McCoy cynically states that this is the second time humans have been thrown out of paradise and Kirk responds jokingly that actually this time they just walked out on their own; maybe they weren't meant for paradise, says Kirk, maybe they were meant to fight their way through, struggle and scratch for every inch of the way. Spock, on the other hand, realizes that his time with Leila on the surface was the first time he had ever been happy.

Log entries

Memorable quotes

"It's like a jigsaw puzzle all one color. No key to where the pieces fit in."

- Kirk

"I have never understood the female capacity to avoid a direct answer to any question."
"And I never understood you... until now. There was always a place in here (Leila touches Spock's heart) where no one could come. There was only the face you allow people to see. Only one side you'd allow them to know."

- Spock and Leila

"Emotions are alien to me. I'm a scientist."

- Spock, to Leila

"Not like this it didn't hurt us."
"I am not like you."

- Leila and Spock, after Spock gets sprayed by the spores for the first time

"I love you. I can love you."

- Spock, before kissing Leila

"This is mutiny, mister!"
"Yes, sir. It is."

- Kirk and Leslie, as Leslie refuses to go back to his station

"Who wants to counteract paradise, Jim boy?"

- McCoy, to Kirk

"Man stagnates if he has no ambition, no desire to be more than he is."

- Kirk, to Spock and Sandoval

"I'm beginning to realize just how big this ship really is."

- Kirk, after the crew has deserted the Enterprise

"All right, you mutinous, disloyal, computerized half-breed! We'll see about you deserting my ship!"

- Kirk, provoking Spock into a fight

"You belong in a circus, Spock, not a starship! Right next to the dog-faced boy!"

- Kirk, provoking Spock into a fight

"It isn't every first officer who gets to belt his captain ... several times."

- Kirk, after Spock is cured

"And if there are self-made purgatories, then we all have to live in them. Mine can be no worse than someone else's."

- Spock, to Leila

"You never told me if you had another name, Mister Spock."
"You couldn't pronounce it."

- Leila and Spock, as he wipes away her tears

"We don't need you. Not as a doctor."
"Oh, no? Would you like to see how fast I can put you in a hospital?"

- Sandoval and McCoy, before McCoy punches him

"Maybe we weren't meant for paradise."

- Kirk, to McCoy

"I have little to say about it, captain. Except that for the first time in my life, I was happy."

- Spock, about Omicron Ceti III

Background Information

Production timeline

Story and script

  • In Jerry Sohl's original draft (first titled "Power Play," then "The Way of The Spores"), it was Lieutenant Sulu who was infected by the spores and was able to fall in love with the Eurasian beauty Leila. McCoy discovered an internal condition that would have necessitated Sulu's resignation from Starfleet service, had the spores not cured his condition. His illness gave Sulu a will to develop a relationship with Leila just as similar circumstances would later affect McCoy's judgment in "For the World is Hollow and I Have Touched the Sky". (The Star Trek Compendium)
  • The spores, in the early drafts, were a communal intelligence; when someone was possessed by them, that individual was granted telepathic abilities to link up with other possessed minds. The abilities of the spores to restore health were complete enough to enable them to return the dead to life. The antidotes for the spores were either the possession of a certain blood type or the introduction of alcohol into the affected person. Originally, Kirk leaped onto Spock and forced liquor down his throat to restore him to normal. In a surprise ending, the spores were revealed to be benevolent, conscious entities who never intended to act against anyone's will. (The Star Trek Compendium)
  • According to Dorothy Fontana, the episode had to be majorly rewritten because he hadn't quite gotten it right. After Fontana read the script, Gene Roddenberry told her, "If you can rewrite this script, you can be my story editor." She thought about it, and eventually realized that the story wasn't really about Sulu, but about Mr. Spock. Nimoy, who was initially taken aback when he was told that they were working on a love story for Spock, later felt that the episode turned out to be a lovely story. (TOS Season 1 HD DVD feature Kiss 'n' Tell: Romance in the 23rd Century)
  • However, Jerry Sohl was unhappy with Fontana's rewrites of his script, and credited himself under his pseudynom "Nathan Butler".[1]
  • The script featured characters named Lieutenant Timothy Fletcher and Crewman Dimont as members of the landing party. When Michael Barrier and Grant Woods were cast in these roles, the names were changed to DeSalle and Kelowitz respectively, to appear constant with the two actors' previous appearances on the series.[2]
  • In Leila's first close-up Jerry Finnerman lighted Jill Ireland with a baby spot light from behind, adding an "aura of light" around her face.[3]
  • In an homage to "This Side of Paradise", a 2002 episode of "Smallville" called "Nicodemus" featured plants which have the appearance and anti-repressive power of the ones from this episode.


  • Originally "The Devil in the Dark" was scheduled to be filmed before this episode with Ralph Senensky directing it, and Joseph Pevney directing "This Side of Paradise", but during pre-production the two episodes were switched, and changed directors. [4]
  • In a blooper, Leonard Nimoy flubs his line about the plants acting as a repository for thousands of spores. Instead, he says the plants act as a "suppository." The crew cracks up, as does Nimoy, who caps the fun by putting a Tootsie Pop in his mouth. [5]
  • The empty shot of the bridge, before the turbolift opens to admit Kirk, was the best available piece of film for TNG: "Relics" to reuse as the holosimulation of the NCC-1701 bridge. The short snippet of film was "looped" several times and bluescreened in behind James Doohan and Patrick Stewart's scenes. Using the stock footage in this way eliminated the need to completely rebuild the bridge – they only built a short section of the computer stations, the door alcove and the command stations for the TNG-era actors to sit at.


  • The large open meadow seen in several sequences is in the Santa Ynez valley in southern California. It is the same spot where the hunt in the corn field took place in Planet of the Apes, and also extensively used in the series Gunsmoke.
  • The barn Kelowitz and Sulu investigate can be seen in several episodes of Kung Fu.
  • The buildings seen in the teaser, the first scene after and the scene in which DeSalle shows McCoy the Spores are at a different location than the buildings seen in the rest of the episode. The green farm structures were located at the Disney Ranch. The concept of Sandoval's people refusing modern technology was intended to justify the late-19th century Americano style of the ranch. [6]
  • According to director Ralph Senensky the original schedule was that the first three of the six shooting days were to be spent on location, shooting at Disney Ranch, then the remaining three days indoors, filming the Enterprise scenes. However, after two days of shooting outdoors, Jill Ireland fell ill and couldn't appear on the set. It was in question if she had measles or not. Senensky decided to film all the farm scenes which didn't contain Leila's character in the remaining one day and hope for the actress' return. Ireland appeared the following day, as it turned out that she did not have measles. However, the crew couldn't return to Disney Ranch as it was already booked for another production. They decided to film the remaining scenes at Bronson Canyon. [7]

Spock and Leila in a deleted scene

  • In the script, Kirk first spots Spock and Leila kissing passionately by the stream; there is no scene of Spock hanging off the tree limb. That facet of the episode may have been made up on the spot. [8] Indeed, director Ralph Senensky came up with the idea of Spock hanging from the tree on location, when he found the tree and the spot closely to Bronson Canyon. Originally the scene was to be shot on a clearing. [9] Evidence taken from a deleted scene, of Spock and Leila's presence near the stream, appears in the episode's preview trailer.

Sets and props

  • The food processors in the transporter room, placed there so Kyle could provide chicken soup for the air sergeant in "Tomorrow is Yesterday", disappeared from the room by the end of the first season. In this episode, an enraged Spock destroys one of them.
  • There is a piece of equipment attached to the left side of the transporter console. It seems to serve no purpose, other than for Spock to hit when he misses Kirk during their brief dust-up, and was only seen in this episode. In fact, it was not in the scene where six crew members, under the influence of the spores, transport down.
  • The suitcase in which Kirk packs his belongings, and which he later places on the transporter platform, is a very obvious piece of 20th century Samsonite luggage.


  • James Doohan (Scotty) does not appear in this episode, although he is referenced and asked for by Kirk.
  • Stuntman Bobby Bass, whose character tried to break up the fight between the two officers, had his only lines of dialog in the series here.
  • Frank Overton died shortly after completing this episode, which was filmed in early January 1967.
  • This is the last episode in which Eddie Paskey delivers dialog as Leslie.


  • Admiral Komack is mentioned in this episode; he is seen in "Amok Time". According to Denise and Michael Okuda, the character was named for James Komack, director of "A Piece of the Action".
  • In "The Tholian Web", Chekov asks Spock if there has ever been a mutiny on a starship before. Spock replies that there has never been. Since it is explicitly stated that mutiny is committed in this episode, Chekov and Spock may have been talking about the violent nature of the mutiny they were witnessing.
  • An alternate reality version of Kirk would again attempt (and succeed) to provoke Spock to anger in Star Trek.

Video and DVD releases

Links and references


Guest star

Special guest star



Uncredited co-stars

Stunt doubles


2261; 2263; 2264; admiral; agriculture; ambassador; appendectomy; appendix; bean; Berengaria VII; berthold rays; biochemistry lab; biology; butterfly net; circus; climate; cloud; cow; dog; dog-faced boy; dragon; drum; Eden; elf; encyclopedia; Georgia; grain; Grayson, Amanda; horse; hyperactive thyroid; insect; itching powder; jackrabbit; jigsaw puzzle; Komack; lute; mechanic; mint julep; Mira; Mira system; mushroom; mutiny; Omicron Ceti III; Omicron colony; Omicron pod plant; Omicron spore; pig; pneumonia; potato; rain; rainbow; rib; Sarek; scientist; soil; Starbase 27; Starfleet Command; Starfleet Medal of Honor; subsonic transmitter; teacher; tonsil; vegetarian; ventilation system; Vulcanian

External link

Previous episode produced:
"Space Seed"
Star Trek: The Original Series
Season 1
Next episode produced:
"The Devil in the Dark"
Previous episode aired:
"A Taste of Armageddon"
Next episode aired:
"The Devil in the Dark"
Previous remastered episode aired:
"The Squire of Gothos"
TOS Remastered Next remastered episode aired:
"The Galileo Seven"
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