Star Trek: The Original Series; examining “Metamorphosis,” 55 years later…


The Star Trek Original Series (TOS) episode “Metamorphosis” was first broadcast via the NBC network on November 10th, 1967. This was a heady time for the sophomore series, with creator Gene Roddenberry producing, along with some terrific writing talent attached to the show, including script editor Dorothy Fontana (1939-2019), and prolific writer/producer Gene L. Coon (1924-1973). Coon contributed many ideas to the series, including the Klingons (“Errand of Mercy”), and Eugenics Wars superman, Khan Noonien Singh. The writer/producer would later leave Star Trek near the end of its second season, but his invaluable contributions to the franchise’s lore remain to this day (Star Trek: The Next Generation, Star Trek: Enterprise, Star Trek Discovery etc).

The (second) shuttlecraft Galileo is trapped by a lovesick energy field in the opening teaser of “Metamorphosis.”

In “Metamorphosis,” Coon created the famed inventor of warp drive, Zefram Cochrane, as well as the universal translator. Cochrane would go on to become a pivotal character in Star Trek’s ‘future history‘, while the ‘universal translator’ allowed great creative freedom whenever characters spoke with alien beings living on “strange new worlds.” The device’s existence was implicit, but never depicted onscreen until this episode. Coon’s other contributions included formal names for the United Federation of Planets, Starfleet Command and the Prime Directive; all of which either went unnamed, or were given other monikers (“United Earth Space Probe Agency”), until Coon ironed it all out. Gene Roddenberry may have imagined the concept of Star Trek, but Gene L. Coon is the guy who filled in many of the details which made it come alive.

While “Metamorphosis” may not make a lot of Star Trek fans’ Top-10 lists, I had a chance to rewatch it recently, and I realized that beyond its contributions to Star Trek lore, it is also a quietly pioneering story of interspecies love (the episode was broadcast in late 1967, following the “Summer of Love”). It deserved a closer look…

The Story.

Make no “Bones” about it.
Dr. McCoy De Forest Kelley) carefully monitors Hedford’s life signs (Elinor Donahue) aboard the shuttle.

Beautifully directed by series’ semi-regular director Ralph Senensky, the episode begins with Kirk (William Shatner), Spock (Leonard Nimoy) and Dr. McCoy (DeForest Kelley) transporting Federation Commissioner Nancy Hedford (Elinor Donahue) via shuttlecraft to the starship Enterprise to cure her extremely rare and potentially fatal “Sakuro’s disease.” Afterward, Hedford is to negotiate a critical peace agreement on the warring planet of Epsilon Canaris 3.

Note: This is the second shuttlecraft named Galileo (which were named after pioneering 16th century Italian astronomer Galileo Galilei) attached to the starship Enterprise; the first was destroyed in the first season’s “The Galileo Seven” (1966). Another version of the Galileo shuttle would return for a crash landing after being hijacked during a mission to Nimbus III in “Star Trek V: The Final Frontier” (1989).

Cochrane (Glenn Corbett) rushes to greet his new playmates, courtesy of the Companion.

Things go awry when the shuttle is ensnared by a glowing energy cloud, and compelled to land on a small planetoid in a remote region of space. The shuttle’s main drive and communication systems are rendered useless, leaving the party of four stranded. They then meet another marooned inhabitant named “Cochrane” (Glenn Corbett), a talkative yet enigmatic man, who invites them to stay at the cozy little dwelling he’s made from his cannibalized spaceship. Despite personal reservations, Kirk accepts the stranger’s offer…

Note: Glenn Corbett plays Cochrane as an athletic, handsome, 20th century-whitebread vision of an astronaut. He looks like he’d be slated to fly an Apollo capsule to the moon instead of inventing a fantastic propulsion system in the mid-21st century.

The Companion: a powerful being who can manipulate matter and energy, but is left puzzled by her love of a human.

Arriving at Cochrane’s surprisingly well-appointed shelter, Hedford’s condition begins to quickly deteriorate. Outside the entranceway, Spock and the others see the same energy cloud that delivered them to the planetoid. Kirk knows that Cochrane is lying when he denies its presence. Forcibly confronted by the angry captain, Cochrane comes clean; the creature is “the Companion,” and it brought the shuttle to his world to keep him company, after Cochrane related that he might die of loneliness.

Note: The Companion is part of a long legacy of TOS Star Trek energy beings, which include the omnipotent Organians (“Errand of Mercy”), the malevolent Redjac (“Wolf in the Fold”), the ravenous vampire cloud creature (“Obsession”), and the disembodied Zetarians (“Lights of Zetar”).

Zefram Cochrane has some explaining to do with Kirk (William Shatner), Spock (Leonard Nimoy), McCoy and Hedford.

When pressed further, Cochrane admits he is Zefram Cochrane, the man who invented warp drive in 2063, and who was lost in space 150 years ago at age 87 (presumed dead). The Companion brought him to the planetoid, where it restored him to a healthy, youthful state. The Companion also prevents Cochrane from aging or dying. Cochrane and the creature have also formed a symbiotic, telepathic relationship with each other over the decades. Unwilling to stay as one of Cochrane’s playmates, Kirk tells Cochrane about the magnificent 23rd century his invention helped usher in, and a lonely Cochrane decides to help Kirk and the others do whatever is necessary for all of them to leave together.

Note: One nagging question I had during this most recent rewatch: Cochrane and Spock state that the Companion does “not have the power to create life” (which the Companion confirms), yet she creates vegetables and other foodstuffs for Cochrane using “the native elements.” That means that the Companion can indeed ‘create life.’ The ability to turn inorganic material into vegetables is a shorthanded version of abiogenesis, but it would definitely qualify as creating life. I doubt an 87-year old dying Cochrane would bring bags of seed for growing crops during his one-way flight…

Inappropriate touch.
Spock’s attempts to sate his own curiosity about the Companion don’t end well…

Shortly after his own near-deadly encounter with the creature, Spock devises a counter-electrical generator that will ‘short-out’ the Companion. Cochrane is understandably conflicted about betraying the very entity which has taken care of him for 150 years. Reluctantly, he telepathically summons the Companion. At Kirk’s command, Spock throws the switch, and an enraged Companion nearly kills them both—called off at the last moment by Cochrane.

Note: Spock’s first close encounter with the Companion when he is attempting to repair the shuttlecraft is a very interesting moment; one curious being observing another. It’s when Spock touches the energy cloud (in an attempt to better understand its nature) that it electrocutes him. As with humanoids, touching has to be consensual, as the Companion refrains from electrocuting Cochrane during their various pairings.

Scotty (James Doohan) and Uhura (Nichelle Nichols) take charge of finding the overdue shuttlecraft and its passengers.

Meanwhile, the Enterprise, commanded by Mr. Scott (James Doohan) is backtracking the overdue shuttlecraft when it follows their impulse exhaust trail into an asteroid belt. With thousands of asteroids ahead, Scotty orders Sulu (George Takei) to begin scanning all of them for life forms. Uhura reminds the engineer that the chances of locating four people among those thousands of asteroids are slim, but Scotty takes the odds…

Note: Nice to see Scotty, Sulu and Uhura running the ship in Kirk’s absence, affording some nice bits of business for these characters. Scotty has a genuine knack for starship command (as seen in “A Taste of Armageddon,” “Friday’s Child,” and “Bread and Circuses”), despite his utter lack of desire for the job.

Kirk “talks” with the Companion, courtesy of a modified 1960s flashli–er, universal translator.

As Hedford’s fever grows, McCoy reminds Kirk that he was also trained in diplomacy. On Kirk’s order, Spock adjusts the shuttle’s universal translator to communicate directly with the Companion. To their surprise, the Companion responds with a distinctly feminine voice (Elizabeth Rogers). Kirk then realizes that the Companion is keeping Cochrane there for a simple reason; she loves him. Kirk attempts to convince the Companion that her feeling for Cochrane is harmful to him. Sensing Kirk is trying to deceive her, their communication ends. After learning of the Companion’s amorous feelings for him, Cochrane recoils in surprising disgust at the idea of being intimate with an “inhuman monster.”

Note: Cochrane’s “totally parochial attitude” towards the Companion’s love is genuinely surprising to the enlightened ears of the 23rd century Starfleet officers, just as morality from a 19th century man might seem shocking to the ears of 21st century people. The most encouraging words come from Dr. McCoy, who tells Cochrane that the Companion “is just another life-form, that’s all. You get used to those things.” This is especially ironic, since Dr. McCoy is forever teasing Spock about his pointed ears and green blood. We know that McCoy’s racist-ribbing of Spock is largely an act, as the late actor DeForest Kelley’s innate warmth and humanity always outshined his character’s outward crustiness.

There’s gratitude for you.
Sadly, a bigoted Cochrane doesn’t take it well when he learns the Companion has deeper feelings for him.

Later, Kirk attempts another emotional plea with the Companion, telling her that she is too physically different to ever fully join with “the man” (as she calls him) in a loving union. The Companion remorsefully takes Kirk’s point, and disappears. Just as Kirk and Spock are ready to abandon their futile negotiations, a surprisingly healthy Commissioner Hedford suddenly emerges from the shelter, and speaks with an echoing voice—Nancy Hedford and the Companion have merged into one being. While this union has saved the dying Hedford’s life, it also means this newly merged-being is unable to leave the planetoid for more than “a tiny march of days” since her very life-force emanates from it.

Note: That the Companion is only able to leave the planetoid for short periods of time means that she risked her life in the opening act by going into space to hijack the shuttle and its occupants for Cochrane. Shortly after landing on the planetoid, Spock says that it appears to be a “remnant of a planetary breakup.” Perhaps most of the Companion’s fellow energy-beings were killed in that traumatic past event. Maybe, like the Horta in Gene Coon’s “Devil in the Dark,” the Companion is also the last of her race…?

The Companion gets a corporeal makeover, courtesy of a dying Nancy Hedford.

Now that Cochrane can see his Companion in corporeal form, he realizes he feels the same for her as well, and he decides to stay on the planetoid with Companion-Hedford, where he predicts the two of them will happily “grow old together.” With the Enterprise arriving in orbit, and with the shuttlecraft’s systems restored, Kirk makes one final offer to take Cochrane back with him. Cochrane declines. Kirk wishes Cochrane and Companion-Hedford “all the best.” Before Kirk departs with the others, Cochrane asks him one final favor: “Don’t tell them about me.” Kirk promises, “Not a word, Mr. Cochrane.”

Note: I wonder what Kirk put in his log books for those missing days, and what lies did he give regarding the fate of Commissioner Hedford? The non-canonical 1994 Star Trek novel, “Federation,” saw the Enterprise return to the planetoid, where Kirk had to face the music with a tyrannical Admiral Carla Clobregnny regarding his falsified logs. The book also offers a very different story for Cochrane’s first warp flight, which was nullified two years later with the 1996 feature film “Star Trek: First Contact.” Written by Judith and Garfield Reeves-Stevens, “Federation” is a fascinating read, all the same.

Zefram Cochrane and Companion/Hedford begin the second phase of a long and unique relationship…

As they prepare to leave, McCoy reminds the captain about “that war on Epsilon Canaris 3”, to which a nonchalant Kirk quips that he’s sure the Federation will find a woman, somewhere who’ll stop that war…

McCoy, Kirk and Spock’s mission is a successful failure:
“I’m sure the Federation can find another woman somewhere who’ll stop that war.”

Note: Kirk’s blasé attitude regarding the threat of war on Epsilon Canaris 3 is one of the few weak spots in this otherwise terrific episode. The imminent war and the onset of Hedford’s illness were dual ticking clocks driving the story. With the latter problem solved, Kirk’s hope for “another woman, somewhere, who’ll stop the war” makes for a funny line, but a weak resolution. Maybe the wisened Companion-Hedford could’ve offered a few departing words of wisdom for Kirk that might’ve helped at the negotiating table? At least the problem wouldn’t have been ignored.

The End.

Why “Metamorphosis” is so important to Star Trek.

Beyond its significant contributions to Star Trek lore and future history, “Metamorphosis” sports amazing production values, with exceptional work done to the indoor planet sets to make them seem more ‘alive’ than usual, including gorgeous lighting and physical (not optical) cloud effects. The episode also makes a quiet, though not unnoticed appeal for interspecies love and acceptance (a case arguably made by the very existence of Mr. Spock, who is the product of a Vulcan-human pairing).

This was the first episode where we actually see (and hear) a universal translator in action. Like the Klingons, and so many other bits of Star Trek lore, this came from the mind of writer/producer Gene L. Coon, not Gene Roddenberry.

Among writer Gene L. Coon’s many contributions to Star Trek lore was the concept of a “universal translator”, something alluded to, but never mentioned by name, let alone seen onscreen until “Metamorphosis.” Spock retrieves the device from the shuttle, and it’s about the size of a typical 1960s flashlight (which is the clear basis for the physical prop). Later Star Treks would suggest more advanced translators built directly into the crew’s communicators, or even implanted into a being’s ears (Deep Space Nine’s “Little Green Men”). The universal translator is also one of those many cases where a fictional Star Trek device is eventually realized in our own world. Today, Google Translate or Apple’s Translate App allow people of different languages to have near realtime conversations, either by translating text messages or live speech. I’ve personally found Apple’s Translate App to be extremely useful at times; so has my teacher wife.

The founder of warp drive, Zefram Cochrane (Glenn Corbett/James Cromwell).
Gene L Coon’s ‘one-off’ character would have a huge impact of Star Trek’s legacy going forward.

Glenn Corbett’s Gemini-Apollo era version of Zefram Cochrane is far different from the skirt-chasing, greedy alcoholic we later meet in 1996’s “Star Trek: First Contact,” where he’s played by actor James Cromwell (“Babe”). Cromwell looks absolutely nothing like Corbett, nor is any explanation offered for the disparity in appearance. Cromwell’s Cochrane also appears somewhat older than the character should’ve been in the year 2063. According to the fan site Memory Alpha, Cochrane should be about 33 in the film, though he looks more like he’s in his mid-to-late 50s. Writers Ron Moore and Brannon Braga have suggested that the movie’s Cochrane was a thinly-veiled metaphor for Star Trek creator Gene Roddenberry, whose own womanizing and substance abuse issues have been well-documented, but are often overlooked when discussing his legacy as the “Great Bird of the Galaxy.” Cromwell would later cameo as a much older Zefram Cochrane in the pilot episode of Star Trek: Enterprise, “Broken Bow”, which premiered in 2001.

A clever combination of forced perspective and foreground miniatures placed in front of the camera gives this scene of Cochrane greeting the Enterprise’s castaways a feeling of great scale.

While “Metamorphosis” is shot entirely on indoor soundstages, director Ralph Senensky worked well with available resources to give the final episode a luxe and vibrant look. Using miniature rock formations held in front of a camera to create forced perspective, the Galileo shuttlecraft and its party are made to appear far off in the distance. This is a nice touch that makes the indoor soundstage seem far larger than it was, giving the episode unusual scope. The sets are also flooded with rich purple and fuchsia lighting schemes that give the alien landscapes deeply exaggerated sunset hues; fittingly romantic, for what may be one of Star Trek’s greatest love stories.

A gracefully-directed moment has Companion/Hedford removing her head scarf to see Zefram Cochrane as he appeared through her earlier incarnation as an energy cloud. The indoor soundstage ‘skies’ of the planetoid have clouds. as well.

One of the most ingenious, sensitive and unscripted moments in TOS Star Trek occurs near the end of “Metamorphosis,” when Cochrane, eager to see the universe again, promises to take Companion-Hedford with him into this brave new world. As Cochrane speaks, we see him from Companion-Hedford’s perspective, as she holds her multicolored headscarf over her human eyes, making Cochrane appear as he might’ve looked through the prism of the Companion’s vision. The episode is also given a lush, romantic score of near feature film quality by occasional series’ composer George Duning (1908-2000). Duning would compose music for eight episodes between Star Trek’s second and third seasons. In addition to “Metamorphosis,” some of Duning’s finest work for the series can be heard in his scores for “Return to Tomorrow,” “Patterns of Force,” and “The Empath.”

While the episode ultimately backs off from its earlier implicit message that love between different life forms (i.e. pansexuality) is no big deal, it was still a very powerful statement for 1967. It’s also the basis for Star Trek’s IDIC and Mr. Spock’s very existence.

Finally and most importantly, “Metamorphosis” makes an earnest plea for love and acceptance among different species, with a bigoted Zefram Cochrane showing reluctance to openly accept the love given to him by the incongruently alien Companion. The ending cops out a bit by having the Companion merge with the dying Nancy Hedford in order to present Cochrane with a more corporeal alternative with whom he can wrap his arms around. While the story’s heart was certainly in the right place, this was 1967; and ending the story with Cochrane romancing an energy cloud might’ve been a bit difficult for audiences in those days (or even today) to accept. Nevertheless, this episode might also be seen as a quietly metaphorical plea for pansexual acceptance. It’s fair to say that until the 2017 premiere of “Star Trek: Discovery,” the franchise has long struggled with open depictions of non-cisgender, non-heterosexual relationships; often using innuendo, ‘alien influences,’ or cloaking them in heavy metaphor.

Summing It Up.

The triumvirate of Kirk, Spock and McCoy are all well served in “Metamorphosis”; Dr. McCoy tends to the dying Nancy Hedford, Mr. Spock continually devises new means of dealing with the Companion, and diplomat Kirk does his very best to plea for their release by making a case for human love. It’s all so classically Star Trek, that it’s since become cliche. The episode is also boosted by a surprisingly strong performance by comedic actress Elinor Donahue (“Father Knows Best”) as Commissioner Nancy Hedford; her dying confession to McCoy about not being loved is heartbreaking, and powerfully delivered.

McCoy, Kirk, Spock and Commissioner Hedford greet their ‘host.’

“Metamorphosis” doesn’t rely on two-fisted action, or black-hat villainy; instead, the story focuses on an elegant, interspecies love story right out of Tchaikovsky’s “Swan Lake.” With better-than-average production values, sensitive direction by Ralph Senensky, a melodic score by George Duning, and a still-timely (if somewhat muddled) message of acceptance, this is a compelling and romantic tale that adds significantly to future Star Trek lore.

Gene L. Coon’s “Metamorphosis” is classic Star Trek at its very finest.

Where To Watch.

All episodes of Star Trek are currently available to stream on Paramount+, and can be purchased separately on iTunes, and Amazon’s PrimeVideo.

All images:, Paramount.

6 Comments Add yours

  1. Lorraine Fiel says:

    I have always liked this episode and agree with everything in your review.

  2. scifimike70 says:

    Metamorphosis is one of several classic Trek episodes that can be positive remembered for some reasons and not so much for others, given all the obvious changes over time. The chance to meet the man who helped humanity to make first contact with ETs will always earn it much praise. In regards to ETs composed entirely of energy, it’s challenging to specify those sci-fi beings with our quantum physics understanding that we’re all energy anyway (that matter doesn’t exist). But I’m impressed by how ET beings can be visualized by the simplicity of colorful and sparking lights. I can always praise Elizabeth Rogers for vocally feminizing the Companion so beautifully. Thanks very much for your review of Metamorphosis.

    1. Excellent point about all matter and energy being interchangeable; you’re a regular Einstein, Mike. 😉

      And yes, Elizabeth Rogers gave a great vocal performance; she was also “Lt. Palmer”, Uhura’s relief communications officer in a couple of episodes, including “The Doomsday Machine.”

      1. scifimike70 says:

        Thank you for the compliment. I liked Lt. Palmer. She was very attractive.

  3. Correction: Actress Elizabeth Rogers, who was widely credited with voicing the Companion in this episode for many years, was replaced with uncredited actress Lisabeth Hush, after director Ralph Senensky wasn’t satisfied with Rogers’ voice recordings.

    My mistake, and thanks to a tenacious reader for pointing that out for me. My fault for going with the episode’s long accepted (though not always factual) history.

  4. firemandk says:

    “I’m a Doctor, not a relationship Councilor”! ….. (just kidding, I play one on TV) ..Oops! Just kidding again! Fun read , I never did understand how my parents “Hated” Star Trek ( I think it’s a “Shatner” thing) , but my dad’s older sister Laura, was a Trekie through and through. I still watch on MEtv, now it’s my 7 year old making fun of StarTrek… What can I say, he calls Batman “Tight Underwear Man” ( or did I already tell you that in a past comment?) . Since he was old enough to pay attention, the ear thing on Mr. Spock has weirded him out ….. what can I say , for my sister, it was Fred McMurray on “My Three Sons”… but she is an odd one from the word go. I think by now , I must have seen every episode , I mean at 61 , and watching repeats for 50 years ? I never have read through any of the “Guides” to see if I missed any ….maybe someday I’ll be surprised……

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