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Zar.........................Robert Duval
Foster......................Michael McDonald

Ah, yes, sleeping. What the animals do. I understand. Do you...sleep?--Zar

On the Seaview, the crew is busy taking seismographic reports. Nelson is at work in his quarters when Crane asks him to come to the control room. The ship jolts, and Nelson says he will be right there.

There is a great deal of seismic activity on the ocean floor. Crane tells the crew to brace for shock waves, and they soon arrive. The ship rocks, but there is no damage. However, the ocean floor has changed--a layer of silt was hiding the true bottom. A diving team goes out to investigate as Nelson and Crane watch. The Seaview follows to keep the divers in sight, and all are surprised to see an undersea city--very modern in appearance, but in ruins. Capsules are strewn all over, and Nelson orders the divers to bring one on board.

In the missile room, the crew watches as Nelson cleans off a window in the capsule and looks into it with a flashlight. He sees a face, and as he watches, the eyes open. The figure in the capsule puts his hand in front of his face, and Nelson notes that the light seems to hurt his eyes, ordering the lights dimmed; as the lights go down the figure uncovers its eyes. Nelson guesses that he must have been in some sort of suspended animation. Crane says that he'll surely suffocate if they don't get him out of the capsule soon, and in fact the figure in the capsule is having difficulty breathing. Unfortunately, the capsule is made of an unknown material, and neither drills nor acids can penetrate it. After some thought, they eventually manage to open it by freezing it with liquid oxygen and cutting it open with an arc rod. When they open the capsule, they get a better look at the man; he has no ears or hair, but otherwise appears human. Crane reaches for a gun, but Zar zaps him, sending him flying. He gets out of the capsule, still holding his weapon.

Several crewmen help Crane to his feet. Zar, demonstrating a loose grasp of the English language, says "Hurt me...you die." Nelson, surprised, says they aren't going to hurt him, and asks how it is that he knows their language. He replies that he learned from listening to them speak. Nelson says they are his friends; in return, Zar asks if that's how they treat friends. He says he is also a man, adding that they have seen the remains of his civilization on the ocean floor. Nelson, interested, moves forward, asking who he is, and he answers cryptically "I have been left by my people for those who follow." Nelson tells the crew to make their guest comfortable, and Zar asks if they have found any more of his people. Many, replies Nelson. When Zar expresses concern that they will die if left there, Nelson says they'll be fine, having been left undisturbed. Zar is insistent, but Nelson says that they must first return to their base, and on the way they'll be able to learn more about each other--after that, they may be able to get their government's permission to return for the others. Zar acquiesces, and Crane leads him from the missile room.

Zar follows Crane through the Seaview, moving slowly and observing everything carefully. He asks many questions, calling their technology primitive. Crane obviously wants nothing more than to get Zar to the guest quarters and leave him there, but he politely if reluctantly answers his questions. Finally they reach the cabin Zar will be occupying and both enter. Zar points to the bed and asks Crane what it is and what it is used for. When Crane tells him it's a bunk, used for sleeping, Zar tells him that his people don't find it necessary to sleep.

In Nelson's cabin, Crane expresses his concern about Zar but can't put his finger on just what it is about the man that bothers him, saying only that "He's...weird!" Nelson doesn't seem to take Crane's worries too seriously, saying that Zar probably thinks the same of them, and orders him to head for home.

Zar furtively leaves his cabin, making certain that he isn't seen.

The Seaview is on its way. Zar enters a room, zaps the equipment, and leaves. Soon, the crew finds that none of the electrical equipment on board is working properly; they can't hold course without great difficulty, and they can't figure out why. Nelson is fairly sure that Zar is doing it but doesn't know why or how. Crane wonders why they don't just take his weapon and put him n the brig, but Nelson wants to see what he'll do. Nelson leaves, and Crane, unconvinced, says he hopes Zar doesn't kill them all while they play along.

Nelson goes to Zar's cabin, enters without knocking, and finds that he isn't there. He calls Crane on the intercom, and Crane prepares several search parties--but the search is soon called off. Zar is in sickbay, studying the doctor's medical texts. The doctor talks him into letting himself be examined. Nelson certainly wants to see this, and immediately heads for sickbay.

Zar's x-ray is very unusual; the doctor doesn't see how he is able to function. Zar says that his body was created by his people's science; they knew that they were a doomed race, but that man would evolve again in another form. The doctor says that according to carbon 14 testing, Zar is 20 million years old. Zar has tolerated the examination so far, but when the doctor tries to take a blood sample he objects violently, zapping the hypodermic needle with his weapon and shattering it. He says he would not want them to become ill because of him. Now, says Zar, he wants to learn about Nelson's people, and asks to see the ship's library. Nelson asks crewman Foster to show Zar the library, and after the two of them leave, he collects what's left of the sample in the hypodermic and asks the doctor to analyze it as best he can, and let him know the results as soon as he has any.

In the observation nose, Zar reads from the microfilm library while Foster looks on.

Later, Nelson returns to sickbay. The doctor has him look through the microscope; Nelson says he doesn't see anything, and the doctor affirms that there is no sign of life--no bacteria, no germs, nothing--not even from the debris on the floor. He wants to look at ir through the electron microscope, but like all the other electric equipment aboard, it isn't working.

In the observation nose, Zar again concentrates on medical texts. He comments on the human tendency to get diseases, and asks Foster if he has had any. Foster replies that the ship's doctor usually gives the crewmembers penicillin at the first sign of illness. Zar asks if the doctor can cure any disease in this way, and Foster says that he has something for just about anything. Zar returns to the microfilm machine, and suddenly cries out--he's cut his hand. He asks Foster to take a look at it, and as Foster does so, Zar smiles.

Kowalski and Jones discuss the Zar's ancient civilization. Kowalski is convinced that the remaining capsules are full of women--what else could it be?

Crane and Morton also talk about the visitor. Crane wonders if Nelson is awake yet; Morton doubts it, as he turned in after midnight. Nelson, awake after all, enters the room. Zar has been reading for 32 hours without a break. Crane says he doesn't like it--Zar now knows all about them, while they know virtually nothing about him. Nelson replies that Zar's curiosity is understandable. Just then, the doctor calls Nelson--crewman Foster is very ill.

Nelson arrives in sick bay, followed by Crane. Foster has a temperature of 106 degrees F; there is no sign of any bacteria or virus--in fact, he is entirely free of germs. Nelson notes that this sounds familiar, and says that they have to find a way to use the electron microscope--they must rig a high voltage system. Crane leaves to work on the project, and Nelson looks at the delirious Foster.

In the observation nose, Zar is still reading. Nelson enters the room and Zar looks up, saying "You are on the brink of destruction. I had hopes..." Crane asks what he means by this; Zar replies that he is more that a figure from the past--he is also the future of his people. He now must decide whether the two races can coexist. If they cannot, he will be forced to destroy the human race. Crane is skeptical, but Zar insists that they would not be able to stop him. Nelson says that he intends to stop him--through reason. Meanwhile, Crane has pressed an alarm button and just as Nelson asks if Zar is open to reason, or if he has already made his decision, security men rush in. Zar zaps the guards with his weapon; Crane jumps him but he tosses him aside. Nelson and Crane try to take the weapon from Zar; as they struggle, another guard appears at the top of the ladder, and Zar zaps him as well. Finally, Nelson grabs Zar from behind as Crane approaches from the front. Zar brandishes his weapon, threatening to kill Crane, and Nelson lets him go. Zar tells Nelson that if he had killed him, nothing would have saved them. He tells Crane to leave, and Nelson directs Crane to do as Zar asks.

In Nelson's cabin, he and Zar discuss the situation. Crane, over the intercom, tells Nelson to turn on his television; he does so, and sees that the Seaview has returned to Zar's city.

Later, alone, Zar opens a hatch and drops something into it that emits a gas.

Soon he goes to the control room and demands that his people be brought on board. Helson refuses, and Zar replies that the Seaview won't be moving from that spot until his people are revived. Casually, he adds "By the way, how is Seaman Foster?" Nelson informs him that Foster is dead, and calls the Master at Arms. Zar draws his weapon, and Nelson tells him not to do that if he wants to save his people. Just then, Crane tells Nelson that the air supply is contaminated--they'll have to shut down the system. Nelson notes that the contamination is in the air revitalization unit; someone will have to go in. Morton and Kowalski volunteer. Nelson makes sure they know the risk they are taking--once they are inside, the compartment will be closed off until they find the cause. Nelson and Crane discuss the situation quietly, Nelson saying that Zar is undoubtedly responsible for this as well.

Morton and Kowalksi open the hatch and enter the contaminated compartment; they immediately see clouds of gas. Nelson and Crane order the hatches sealed. In the compartment, Morton and Kowalski share a single oxygen mask. Nelson asks Morton what's happening; he replies that the gas is explosive, so they can't close the metal hatch for fear of sparks. Crane wonders how they can get the two men out--if they unseal the compartment, the slightest friction anywhere on board could blow them up. And they have only 4 minutes of air left, so something must be done soon. Thinking quickly, Nelson asks if the ballast compressors have been fixed--they have! If, says Nelson, they nose the shop down it might force the gas away from the hatch long enough for Morton and Kowalksi to escape. But they have no engine control and it will be tricky to maneuver using only ballast.

In the control room, Crane asks the distance to the ocean floor--it's 102 feet. He orders aft ballast blown for 3 seconds. Angrily he turns to Zar, saying that he has had it, and tells the guards that if the visitor moves a muscle, kill him. Nelson's idea works, and Morton and Kowalsi get out safely while the gas is trapped at the other end of the compartment.

In sick bay, Nelson and the doctor manage to use the microscope to view Zar's blood magnified 1 billion times, and are able to determine the existence of a virus--one so virulent that the amount in that small sample could kill a small city. If Zar is injured in any way, the virus in his blood would filter through the Seaview's bulkheads into the sea, and soon kill off all of mankind. The doctor destroys the sample, completely, in flame.

in Nelson's quarters, he and Crane discuss Zar, Nelson arranging chess pieces on a board. Crane, concerned, insists that there must be another way, but Nelson insists that there is not--to save humanity, Zar and the virus he carries must be destroyed by fire. Meanwhile, a crewman is making the vents in Nelson's cabin airtight. Nelson tells Crane to move the queen to king bishop three; when he does so, a signal light goes on--Crane's signal to open the oxygen valves fully. Crane asks Nelson to be sure to give himself plenty of time; Nelson says he will, and tells Crane to have the cabin door sealed shut as soon as Zar is inside. Crane and the crewman leave, while Nelson holds the queen in his hand.

Zar enters Nelson's quarters; Nelson asks him to sit down. As they talk, Crane supervises the sealing of the door from outside. Zar has come to his decision. Their people cannot, after all, live together--Foster's death proves that. If Foster had lived, or if mankind's medical knowledge had advanced to a state where they could cope with the normal viruses of Zar and his people, things might have been different. Nelson puts the queen down on the board.

Seeing the signal, Crane opens the oxygen valves.

Nelson rises from his seat, telling Zar that he must destoy him. Zar, unconcerned, says that the virus will then spread to all corners of the earth. "We'll see," says Nelson, and ducks into the bathroom. Zar follows, but is too late, as Nelson climbs into the air vent and shuts it behind him. Frustrated, Zar pulls out his weapon and fires--igniting the oxygen and blowing himself up.

In the conning tower, Nelson scans the horizon with his binoculars. He asks Crane if the detonator is ready; it is, and they set it off. The water explodes, and an undersea avalanche collapses the ruins of Zar's city, hiding it forever. "Man's second chance!" says Nelson.