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Star date 3025.3. The Enterprise is in orbit about a strange earth-like planet in the Omicron Delta region. A landing party has been sent to the surface of the planet to scout around and determine it's suitability as a place where the ship's crew may take a much needed rest -- a shore leave.
On the surface of the planet, the landing party finds peace and quite. A lush world without any forms of animal life. The perfect spot for a weary crew; just what the doctor ordered, as Sulu remarks to Bones. McCoy adds, "You know, you have to see this place to believe it. It's like something out of Alice in Wonderland. The captain has to come down."
But this is no ordinary world (C'mon now. It wouldn't be much of a story if it was. I can just see an hour long Star Trek episode of nothing but the crew enjoying picnics and lawn darts.) As Sulu moves off to take some cell 
structure readings, Dr McCoy turns and walks a short distance. He stops abruptly, for there in front of him is a large white rabbit wearing a weskit and carrying a pocket watch. The rabbit makes a comment about its lateness and hops off through the bushes to be followed by a young girl. The girl asks the stunned doctor if he has seen a large rabbit. McCoy can only point in the direction the animal took, after which the girl curtsies and bids him good day.
"SULU!!", hollers McCoy. The navigator comes at a run and inquires as to what is the difficulty. "Did you see them?", asks McCoy. "See what?", responds Sulu, "I don't see anything." McCoy just stands and continues to stare.
On the Enterprise, in Kirk's quarters Yeoman Barrows is just leaving after remarking that Captain Kirk's name is not on any shore party lists. Kirk answers that he may be tired, but is not falling apart. As she leaves, Spock enters. At the same time Kirk receives a transmission from Dr. McCoy on the surface. Bones relates that either the ship's sensors and scanners are malfunctioning or he must report himself as unfit for duty. Baited, Kirk asks why. Dr McCoy relates his experience with the large white rabbit.
"That's pretty good Bones.", answers Kirk, smiling, "Alright, I've got one for you. The rabbit was followed by a little blond girl, right?" McCoy replies, "As a matter of fact, yes. It disappeared through a hole in a hedge."
Kirk dismisses Bones, telling him that his report will be taken under consideration. Turning to Spock, Kirk comments that the story is a 'McCoy pill', a mystery to entice Kirk to the planet surface for a rest -- but it won't work. Spock turns and tells Captain Kirk that there was a reason for his visit to the captain's quarters. He continues that he has examined McCoy's log. There is a crew member aboard who is showing signs of fatigue and stress. Reaction time is down 9% and he is becoming irritable and quarrelsome. In spite of all this he refuses to take any shore leave. He has that right, but .....
"One crewman's right ends when the safety of the ship begins.", states Kirk, "Now that man will go ashore on my orders. What's his name?" Spock answers, "James Kirk." (Ah Mr. Spock, if looks could kill.)
Back on the planet, we watch a fake rock rise up on hinges on its own. Underneath is a revolver. Other members of the scouting party are taking readings and gathering samples in order to prepare a report on the suitability of the world to perform as a rest stop for the crew. But there are odd happenings everywhere.
Kirk has beamed down with his yeoman. Together they seek out McCoy who is standing in a glade. "Bones. Know any good rabbit jokes lately?", inquires Kirk as he approaches. McCoy replies, "As a matter of fact, I do. This is not one of them. Look at this."
On the ground are some large animal tracks. Kirk asks if Sulu could confirm what Bones saw, but the doctor explains that his shipmate was examining the flora at that time and did not see the rabbit.
Captain Kirk contacts Uhura and asks her the status of the shore leave landing parties. The communications officer informs him that the first group is just about to leave. Kirk tells her to put an immediate hold on all shore parties -- no one is to leave the ship until further notice. Dismayed, Dr McCoy asks Jim if he is canceling shore leave on the strength of some tracks.
"You're the doctor, Doctor. Can you explain this?", demands Kirk. "Well, no.", answers McCoy. Kirk continues, "Neither can I. I mean it looks harmless; probably is harmless. But before I bring my people down here I want proof it's harmless."
KA-POW! KA-POW! Shots split the silence of the woods. Kirk and the other snatch their phasers and take off at a run towards the source of the sound.
As they break out of the woods they find ---- Mr Sulu; target shooting with the revolver we noted earlier.
Kirk asks his navigator what he thinks he's doing. "Target Shooting", replies Sulu. It seems that this pistol is one that Mr Sulu has wanted for a long time to add to his collection. He tells the captain that he just found it laying on the ground.
Holding out his hand for the weapon, Captain Kirk states, "I'll hang onto it. The fresh air seems to have made you trigger-happy."
Yeoman Barrows has been studying the ground and points out that there are more tracks from McCoy's rabbit. Facing McCoy, Kirk asks if he's sure there were no readings of any animal life here. McCoy confirms, no animals, no birds, no insects -- nothing. Kirk has Barrows and Sulu follow the tracks to see where they came from. Meanwhile, he has the doctor accompany him. Kirk wants to take another look at the glade.
As the captain and his doctor walk thru the woods, we notice an antenna lift from behind a rock. It tracks them as they travel, then retracts itself back behind the rock. As they walk Kirk begins to reminisce about his time as a student at the academy and an upperclassman he knew. Finnegan was a practical joker and took great delight in directing his pranks towards the serious cadet Kirk. He was the sort who put cold soup in one's bed or a bucket of water above the door.
As they continue more tracks show up. Kirk tells McCoy to follow the rabbit, he wants to back-track and see where they came from. As Kirk and McCoy split up and move off, the captain hears his name. "Jim!" Leaning against a tree is a young, sandy haired man, aged about 20.
"Finnegan?", breathes the surprised Kirk, "I can't believe it?" The smiling man walks towards Kirk, saying, "You never know when I'm going to strike, huh Jim?" and clouts him on the jaw. Finnegan, obviously mischievous and fun-loving, tries to goad Kirk into a brawl. But just then a woman's scream rings through the forest. Kirk releases his classmate of old and runs towards the source of the sound, followed by Finnegan's taunts and jibes.
Kirk comes upon Yeoman Barrows just as Doctor McCoy reaches her. Her tunic is torn and she begins sobbing out the story of how a man dressed in a cape and dagger with jewels on it attacked her. "Sounds like Don Juan.", comments Bones.
"Yes! Yes!", agrees Barrows. "It's so story-book walking around here, I was thinking -- all a girl needs is Don Juan. Just daydreaming, the way you would about someone you'd like to meet."
Kirk asks about Sulu, who was with Yeoman Barrows. She tells the captain that Sulu chased after her attacker. Kirk has McCoy stay with Barrows while he tracks down Sulu. As he runs down the path, Kirk is again tracked by the antenna.
Continuing down the trail calling for Mr Sulu, Kirk comes upon some flowers which strike a memory. He steps ahead slowly and looking up, sees what we can only take to be one of his old flames from his academy days -- Ruth.
Taking several reports of strange occurrences, Kirk replies in a mechanical fashion while watching his memory come to life. Finally, after several minutes of remembering old times, Jim tells Ruth that he must go to join his ship-mates.
Spock pages Kirk from the Enterprise to alert him of a developing power drain situation. It seems as though some source of power, perhaps on or below the planet surface is draining power and beginning to affect ship's communication. Kirk acknowledges this and asks to be kept informed.
Back in the glade, McCoy and Barrows are walking along together, discussing the strangeness of the place. Again we see one of the antenna rise and track the crewmen as they stroll along. Barrows is speaking of the storybook nature of the planet to McCoy, telling him that in such a place a girl should be dressed as a princess, with a tall hat -- a lady to be protected.
Rounding a corner, there in the bushes is a flowing gown and tall hat with a veil. Beaming with pleasure, Yeoman Barrows rushes over to look at the dress and fittings. She is hesitant, however, to put them on. After all, how did they get there. What is going on. McCoy indicates that he does not know, but the dress is there; she may as well try it on. She takes the gown behind a bush and begins to change.
Now McCoy receives a call from Estoban, but there is a lot of interference on the channel. It is difficult for the doctor to make out what is being said. Estoban relays the captain's message to meet in the glen, then the communicator grows quiet. McCoy tries to raise the other man without success.
Shifting to Estoban's location, we see why. He must have been thinking about a tiger, because there is one prowling around as Estoban and the girl he is with try to stay quietly hidden.
Out steps Barrows wearing the robes of a princess, smiling. Bones is smiling too (I wonder what's he's thinking about, hmmm?
Shift the view to the ship. Spock is standing over his console trying to pick up a transmission from Captain Kirk but there is a great deal of static on the communications channel. Kirk is looking for answers. "First there was McCoy's Alice in wonderland where there's supposedly no animal life", he comments, "and Sulu's gun where there was no refined metal detected, Rodriguez' birds, and then my -- well the two people I -- saw."
Spock asks Kirk if an armed party should be beamed down, but Kirk declines saying that the landing party is armed with phasers; besides which there has yet to be any real danger (as he turns his eyes to the sky to look at a passing gaggle of geese). "Captain out.", Kirk concludes.
Now we shift to Sulu who is walking down a small canyon, phaser at the ready. As he passes over an irregularity on the ground a samurai warrior emerges from beneath a trap door and gives chase, shouting in Japanese. Sulu turns and tries to fire his phaser but the weapon is useless -- no power. The navigator ducks and dodges the sword thrusts of the ancient warrior and escapes down the ravine where he comes upon Captain Kirk trying to reach McCoy on the communicator.
"Captain! Take cover! There's a samurai after me!", he shouts, panting. But as he turns, no one is there. Sulu turns to Kirk and tries to explain, begging for belief. Kirk indicates that what Sulu saw is believable as the captain has met some interesting people of his own.
Kirk asks for a report to which Sulu answers that Rodriguez was telling everyone in the landing party to meet back at the glen. Jim remarks that he hope Rodriguez got thru to everyone as communications are almost out. "That's not all.", states Sulu, "So's my phaser."
The captain draws his weapon and tries to fire it --- nothing. Putting it back on his belt, he indicates that they need to return to the glade. As they begin to move a figure starts to materialize on a nearby ridge of stone. Someone is trying to beam down but is having difficulty because of the power loss the Enterprise is experiencing. When the process finally finishes, Mr. Spock strides forward to speak with Captain Kirk.
"Mr. Spock, my orders were no one was to leave the ship.", observes Kirk. Spock replies, "Necessary Captain. Unable to contact you by communicator and the transporter is useless to us now." The Vulcan continues that there is an unusual power field on the planet surface which is affecting the ship. After calculating it's rate of growth, he determined that one more crewman would be able to beam down. Kirk is, however, glad to see him. Spock can help them figure out what's going on.
Now we're back in the glade. McCoy and Barrows are strolling along the peaceful landscape. They had come to the rendezvous point, but no one else is there just yet. "I swear I heard someone moving around.", says Bones, taking a few steps. This makes Barrows uneasy and she asks him not to talk like that.
"Oh, a princess shouldn't be afraid. Not with a brave knight to protect her.", jokes the doctor.
The scene jumps back to Kirk, Sulu and Spock with a Tiger growling somewhere close. As they move to investigate, the scene jumps back to the glade and the doctor. (This episode has more jumps than a game of checkers).
The sound of hoof beats and the snorting of a horse can be heard. McCoy turns and there is an armored knight with a jousting lance riding out of the woods. As the knight trots forward McCoy, still smarting from the rabbit, says to himself, "These things cannot be real." and has the girl wait by a tree. Bones stands his ground as the knight spurs his mount into a charge, thinking that the hallucination will disappear if he refuses to believe in it. Unfortunately, the knight is real enough and skewers Doctor McCoy.
Kirk and Spock have just entered the glade and see what is taking place. The knight clears his lance of McCoy's body and makes for the newcomers. Spock draws his phaser, but Kirk pushes it aside. The captain pulls the revolver he took from Sulu earlier and shoots the horseman from his saddle.
With the knight out of the way, the captain and his first officer rush over to where Barrows is kneeling over McCoy. But nothing can be done; Bones is dead. Kirk is certain now that whatever it is that they are facing is terribly real.
Barrows is sobbing and becoming hysterical. Jim responds by taking hold of her firmly with both hands and reminding her that she is a crewman of the Enterprise and as such needs to be alert and thinking.
Over on the other side of the clearing, Sulu is bending over the slain figure of the knight -- examining it. He begins to call excitedly for Captain Kirk who steps over to see what has intrigued his navigator. Looking in the knight's now open visor, we see that 'man' within closely resembles a mannequin -- it's not a living being at all.
Calling Spock to him, Kirk asks for an evaluation of the form. "This is not human skin tissue, Captain.", explains Spock as he manipulates the tricorder, "More closely resembles the cellular casting we use for wound repairs -- much finer, of course." The basic fact is that the substance that makes up the knight is the same compound that makes the trees, plants and other things they see on this world. They are multicellular castings manufactured to look and act like the real thing -- either just as pleasant; or just as deadly.
Overhead a vintage world war II type aircraft drones. Kirk and the others pause to look and gawk at the old flying machine. (The episode shifts here to Estoban and Angela where the plane attacks them, but we'll skip over those details). When the plane passes Sulu shouts for Kirk, who walks towards him. McCoy's body has disappeared, been dragged off, while they were distracted. "The black knight, too", exclaims Barrows. All turn to look. Indeed, that item is missing as well. Even Spock looks puzzled. "At this point my analysis may not sound very scientific", declares the Vulcan as Kirk comes up beside him. There is one slight possibility however the science officer says. He asks Captain Kirk what were his exact thoughts when he saw the people he described.
Kirk answers that he was thinking of his days at the Academy. Kirk stops and looks - amazement coming over his expression. "Hey Jim, baby. I see you brought up reinforcements! Well, I'm waiting for you Jimmy-boy!" It's Finnegan, his nemesis from the Star Fleet Academy days, suddenly back again.
Finnegan turns and takes off running. Never taking his eyes from the other man, Jim tells Spock to take Sulu and find McCoy's body, he will deal with Finnegan. As Kirk begins to give chase, Spock calls out to wait. Kirk calls back, "That's an order, Mr Spock."
Finnegan leads Jim on a merry chase into the hills and up on the rocks close by. Kirk stays on his trail as his memory from the past taunts him verbally. Finally he catches up with his old 'friend' in a dry wash. Kirk wants to know what has been happening to his people, he wants some answers. "Coming up", says Finnegan, and jumps from the ledge he was lounging on. The fight is on with Finnegan initially gaining the upper hand. The Irishman is full of tricks and batters Jim mercilessly in wry merriment -- just as in the old days. But finally Kirk does manage to overpower his opponent through sheer will power and beats him into unconsciousness.
Spock joins the hard-breathing captain as he deals the finishing blow to his classmate of old. "Did you enjoy it Captain?" "Yes, I enjoyed it. After all these years ...", pants Kirk. Then a light seems to come on in Kirk's mind. "I did enjoy it! The one thing I wanted to do after all these years was to beat the tar out of Finnegan!" Which supports a theory that Spock has been formulating. They are meeting people and situations which they each have been thinking -- daydreaming -- about while on the planet. Their thoughts are being read and then the objects are provided for them somehow. The answer is now obvious. The crew must control their thoughts.
Hurrying back to the others in the glade, Kirk and Spock come upon Sulu and Rodriguez trying to rescue Barrows from 'Don Juan'. (Guess what she's been thinking about). Don Juan escapes as Kirk shows up. Calling the members of the landing party to attention, Kirk instructs them not to breathe or think about anything. "You're at attention! Concentrate on that.", he commands.
"Captain!", alerts Spock. Kirk turns and sees a strange man in an ornate black robe walk into the clearing. The man is middle-aged and has wrinkles of merriment creasing his face, much as you would picture a favorite uncle who is waiting to spring a pleasant surprise on you.
"I'm the care-taker of this place, Captain Kirk.", answers the stranger as Kirk inquires to his identity. "We've only just discovered that you do not understand all of this. These experiences were intended to -- amuse."
Kirk is put out. Amuse? Some of his crew men are dead, the others frightened. The man explains that none of this is permanent. The planet is analogous to what on earth would be termed an amusement park. A place to live out fantasies and experience danger in a safe way. A place his race designed to come and play.
"That still doesn't explain the death of my ship's surgeon.", challenges Kirk.
"Possibly because no one has died, Jim.", echoes the doctor's voice. McCoy is standing at the edge of the woods with two girls he once met in a cabaret on Rigel II.
All turn to his voice. Barrow's smile of instant pleasure turns a little green as she notices the company Bones is keeping.
Captain Kirk continues to question the man about his people, but the man stops him. "My impression is that your race is not yet ready to understand us, Captain."
Kirk's communicator beeps. It is Uhura on the bridge of the Enterprise. As Kirk speaks with his ship the man raises a finger to indicate his has something further to say before Kirk signs off with his ship.
"However, if you would use the proper caution", the stranger continues, "this amusement planet of ours could be an ideal place for your people to enjoy themselves -- if you wish."
"It's what the doctor ordered, Jim.", concurs McCoy.
Captain Kirk, smiling, returns to his communicator. "Lieutenant, commence transporting shore leave parties. Tell them to prepare for the best shore leave they've ever had. Kirk out."
"Captain, I'll go back aboard ship and take over.", says Spock, excusing himself, "with all due respect to the young lady, I've already had as much shore leave as I care for."
Kirk answers, "No, Mr. Spock. I'll go, you ....." Jim pauses as he spots 'Ruth' strolling into the glen. "On the other hand -- I'll stay, for a day or two ...." and moves off to greet his memory.
