What Are Little Girls Made Of?

Plot

The USS Enterprise, under Captain Kirk, travels to the icy planet Exo-III to find exobiologist Dr. Roger Korby, the missing fiancé of Nurse Christine Chapel. Chapel, Dr. McCoy's temporary assistant, joined the Enterprise to search for him. At Korby's request, Kirk and Chapel beam down alone to a cavern entrance, but Korby is not there. Kirk orders two security officers, Rayburn and Mathews, to beam down.

Rayburn stays at the entrance while Mathews accompanies Kirk and Chapel into the caves. Mathews apparently slips and falls to his death crossing a deep chasm. They meet Korby's aide Dr. Brown, whom Chapel recognizes but who does not remember her. Brown says Mathews's fall was an accident.

Kirk contacts Rayburn to call for reinforcements, but a creature kills Rayburn first. Kirk, Chapel, and Brown find Korby, who explains the caves were left by an extinct race. Korby shows them machinery that creates androids, aided by Ruk, a still-functioning android from the original inhabitants. Brown is also an android.

Ruk had killed Rayburn and Mathews. Korby creates an android duplicate of Kirk, imprinting Kirk's personality; the real Kirk imagines insulting Spock as a "half-breed." Korby sends the duplicate Kirk to the Enterprise to identify a planet for more androids. Spock, suspicious when the duplicate repeats the insult, leads a security team back to Exo-III.

Andrea, an android woman created by Korby, destroys the Kirk-android when it refuses to kiss her. Kirk convinces Ruk that Korby threatens his existence. Ruk recalls a clash between the "Old Ones" and androids that destroyed his civilization. Korby enters and destroys Ruk with a phaser. In a struggle with Kirk, Korby's hand skin tears, revealing he too is an android.

Production

Robert Bloch wrote the episode, but Gene Roddenberry made rewrites during shooting. James Goldstone, who directed the second pilot "Where No Man Has Gone Before," was hired to direct but went two days over schedule due to script problems and was not re-hired. Sherry Jackson, who played Andrea, said a censor was on set to ensure her costume fully covered her breasts and showed no side cleavage. She also stated that William Shatner "really kissed me" during their scene and that Shatner's chest was shaved for nude scenes because Roddenberry felt Captain Kirk would not be hairy. Bloch's script briefly referenced H. P. Lovecraft's works through mention of "the Old Ones" and the trapezoidal door design in the caverns.