Shore Leave ( episode ) The " Enterprise " crew take shore leave on a planet where their imaginations become reality . Summary . Teaser . The crew of the has been through a grueling three months . Captain Kirk is tired and has a sore back while sitting in his command chair on the bridge . Yeoman Barrows attempts to alleviate his condition , but Kirk , mistaking her for Spock , responds positively to her ministrations . Upon realizing the identity of his " massage therapist " , he becomes embarrassed , prompting her to cease . After Barrows suggests he take a rest and also with some prompting from Spock , Kirk reluctantly agrees . He leaves the bridge and hands command over to Spock . Just before leaving , he has Lieutenant Uhura have Dr . Leonard McCoy ' s communications channeled to his quarters , so he can hear the doctor ' s report on the planet below . Meanwhile , on the planet the " Enterprise " is orbit ing , McCoy and Sulu are part of a landing party sent there to investigate it . McCoy finds the planet ' s lush green surface to be similar to " " something out of " Alice in Wonderland " . " " When Sulu leaves the doctor to go investigate the planet ' s various cell structure s , McCoy then sees . . . a giant white rabbit and , following it , a with blonde hair and an English accent asking if he ' s seen a rabbit . McCoy yells for Sulu , who is busy cataloging the planet ' s flora . The helmsman asks the doctor what is wrong but McCoy stares ahead at the hedge where the girl and the rabbit disappeared into , speechless and in disbelief . Act One . In Kirk ' s quarters , Yeoman Barrows notes on her PADD that she does not see the captain ' s name on any of the scheduled shore parties . Kirk replies that while he may be tired , he is not falling apart and does not require shore leave . He dismisses her and Spock arrives . Kirk notes to his first officer that they are beam ing down the crew located at the " Enterprise " s starboard section first . Kirk asks Spock which party he will be joining but the Vulcan says he will not , as on , " " to rest is to rest ; to cease using energy " " and sees no point in expending energy rather than storing it . McCoy contacts the " Enterprise " through his communicator and Uhura has him patched into Kirk ' s quarters . The doctor tells Kirk that the " Enterprise " s scanners and detectors have somehow malfunctioned or he must report himself unfit for duty . When Kirk asks for an explanation , McCoy tells the captain of his sight of a large rabbit with waistcoat and pocket watch . The captain is humored by McCoy ' s tale , and asks if the rabbit was followed by a little blonde girl , which McCoy confirms . Kirk supposes that the doctor is trying to lure him down to the planet under the guise of a mystery . Spock tells Kirk that he has picked up a medical log from Dr . McCoy on an " Enterprise " crewman . The crewman is showing signs of stress and fatigue and his reaction time is down nine to twelve percent . The officer is also becoming irritable and quarrelsome , and refuses to rest and relax . The captain , concerned about the safety of his ship , demands that this crewman go ashore on " his " orders and asks Spock for the officer ' s name . " " James Kirk " " , he tells the captain . The Vulcan tells his chagrined commanding officer to enjoy himself , as the planet is " " very much like your Earth . Scouts have detected no animals , artifacts , or force fields of any kind . Only peace , sunshine , and good air . You ' ll have no problems . " " Meanwhile , on the planet , a revolver is revealed under a rock . Lieutenant Rodriguez is conducting a scan with his tricorder while Crewman Martine observes a leaf on a tree . Rodriguez is eager to get their reports done before the captain asks for it , though Martine cannot understand why Rodriguez wants to do work instead of enjoying the loveliness of the planet . Just then , Kirk and Barrows materialize near them . Kirk tells them to finish up their scans and to go enjoy themselves . He and Barrows walk around , enjoying how lovely and restful the planet appears to be when they find McCoy . McCoy shows them rabbit tracks , indisputable evidence that he " " saw what I saw . " " Kirk , suspicious about this evidence , contacts the " Enterprise " and orders Uhura to cancel all shore leave for the crew until further notice . Kirk will not beam any of his crew down until the situation is proven harmless . Just then , Kirk , McCoy , and Barrows hear what sounds like gunshots . Kirk draws his phaser from his holster and runs towards the source of the loud sound with McCoy and Barrows running just behind him . They find Lieutenant Sulu firing a pistol . Kirk asks his helmsman just what he thinks he is doing . Sulu excitedly tells Kirk that he found an old . 38 police special , a pistol he has always wanted in his collection of old Earth firearms . Kirk confiscates the pistol from Sulu , figuring the planet has made him " trigger happy . " Barrows notes more footprints from McCoy ' s rabbit nearby . Kirk recalls that the ship ' s sensors could find no animal life , which McCoy confirms , noting their instruments couldn ' t have been " that " off . Kirk orders Barrows and Sulu to investigate the tracks while he and McCoy head back to the glade . When the officers separate , McCoy and Kirk do not realize they are being scanned by a strange metal antenna - like device . Kirk tells his chief medical officer that this is turning out to be a " " very unusual shore leave . " " McCoy jokingly tells the captain it could be worse ; Kirk could have saw the rabbit instead of him . When Kirk suggests McCoy is developing a persecution complex because of this incident , McCoy admits that he is feeling like he is being picked on . At this , Kirk recalls being the victim of multiple practical joke s from a cadet at the Academy named Finnegan . Kirk recalls being quite grim during his years at the Academy , something which delighted Finnegan , an upperclassman , to no end . Kirk remembers Finnegan as someone who would leave " " a bowl of cold soup in your bed or a bucket of water propped on a half - opened door . You never know where he ' d strike next . " " Kirk sees more tracks in front of them , as well as a girl ' s footprints . Kirk has McCoy follow the rabbit and he decides to backtrack the girl . Kirk follows the tracks and to his great surprise , finds his old Academy nemesis Finnegan , appear seemingly out of nowhere . Kirk is in disbelief that Finnegan , appearing as he did at the Academy , fifteen years prior , is there . " " You never know when I ' m going to strike , huh Jim ? How ' s this ? ! " " Finnegan punches Kirk in the face and the captain clenches his jaw in pain . Finnegan taunts him on , telling him to lay one on him , as it is what Kirk has always wanted . Kirk smiles at this and begins to wrestle with Finnegan when he hears Yeoman Barrows screaming in the distance . He leaves Finnegan to find Barrows with McCoy running beside him . They find Barrows sobbing and her is torn and tattered . After getting herself together , Barrows says that her attacker wore a cloak and had a dagger with jewel s on it . McCoy says that it sounds like it was Don Juan . Barrows recalls that she was thinking just before she was attacked that all a girl needs is Don Juan , during her daydream about the storybook - like setting of the planet . Kirk asks where Sulu is and Barrows says that he went chasing after her attacker . Kirk has McCoy stay with Barrows and goes after him . Kirk is observed again by the metal tracking device while looking for Sulu . Kirk runs across the planet ' s rocky terrain looking for his helmsman when he comes across some flowers and he is reminded about someone or something . Just then , a beautiful woman in a dress comes toward him . " " Ruth ? . . . Ruth ! " " , Kirk says . The woman tells him that she is , indeed , who he thinks she is . She kisses him on the cheek . Act Two . While sitting with Ruth , Kirk tries to contact McCoy on his communicator but cannot reach him . He is distracted by Ruth ' s presence and wonders how it can possibly be her and how she has not appeared to age , since the last time he saw her was fifteen years prior . " " It doesn ' t matter . None of that matters " " , she says . Kirk ' s communicator beeps ; it is McCoy . The doctor asks if he has found Sulu but Kirk says he has not , in halting responses , intoxicated by Ruth ' s presence and beauty . In a mellow , distracted voice , Kirk tells his medical officer that he is sure Sulu is all right , and McCoy asks if he " is " all right . Kirk says he is and disables the communication . Lieutenant Rodriguez ' s channel comes in and he reports to the captain that he saw a whole flock of bird s flying , when the sensors say that there is definitely no lifeform s on the planet and their surveys could not have been " that " wrong . Kirk is awakened from his daze by this and has Rodriguez rendezvous with the search parties at the glade . Kirk reluctantly leaves Ruth . " " Do what you have to do . . . and I ' ll be waiting " " , she says before disappearing . Spock calls from the " Enterprise " . He has detected an energy field on the surface of the planet – one that is draining the " Enterprise " s power and interfering with communications . The patterns are consistent with industrial activity , the first officer suggests , perhaps subterranean . Kirk asks to be kept posted , tells Spock they will continue their investigation down on the planet , and ends the communication . He continues his search for Sulu . Meanwhile , McCoy and Barrows are walking together through the foliage . She is feeling better from her earlier ordeal but would not want to be alone here . She thinks that a girl in a place like this should be dressed like a fairy tale princess with a tall hat with a veil . McCoy tells her she would then have whole armies of Don Juans to fight off – and ( flirtatiously ) himself , as well . The look into each other ' s eye s and hold hands . Just then , Barrows spots the princess dress she just fantasized about , to the surprise of McCoy . Encouraged by the doctor , she begins to change into the dress behind a bush – and tells the good doctor not to peek . Just then , McCoy is contacted by Rodriguez but his channel begins to degrade into static . Meanwhile , Rodriguez and Martine are holding tightly onto each other and leaning into a tree as a very dangerous thing has appeared near them : a tiger . Rodriguez slowly moves his communicator to his mouth to contact McCoy for help but cannot reach him . They stand frozen in fear . Meanwhile , Kirk orders his science officer to come up with an answer for everything that has happened , citing McCoy ' s " Alice in Wonderland " vision , Sulu ' s gun , Rodriguez ' birds . . . and the two people that captain just saw . Kirk discounts Spock ' s suggestion that they are merely hallucinations , as Kirk still feels the impact of Finnegan ' s fist into his jaw . Spock notes that there must be a logic al explanation for all of this . Kirk ' s communicator signal is weak , despite being on maximum gain . Spock asks if he should send down a contingent of security officer s but Kirk says that the landing party is armed with phasers and is currently in no real danger . . . yet . Kirk then looks up and sees the birds Rodriguez saw . Elsewhere , Sulu is suddenly under attack by a " samurai " warrior . He aims his phaser and fires at the " samurai " but it emits no beam . He tries again but it still does not fire . He dodges the " samurai " s sword and runs away . While frantically trying to get away from the " samurai " , Sulu runs into Kirk , breathlessly warning the captain about the " samurai " behind him , although no samurai appears . Kirk and Sulu note that their communicators and phasers are inoperative and the captain suggests they make their way back to the glade . Just then , Sulu notes a beam down nearby – someone is trying to materialize from the " Enterprise " s bridge to the planet surface , but something is obstructing it . It is revealed to be Spock . After fully materializing , Spock remarks that he will be the last to be beamed down ; the transporter is now also inoperative . Notwithstanding Kirk ' s order that nobody else beam down , Spock concluded that with communication out , it was necessary for him to discuss his findings with the captain . The planetary field soaks up energy at the source . They are stranded on the planet . . . until they can ultimately figure out what is going on . A tiger makes its way near to them and Kirk orders Sulu and Spock to spread out to find the source of the energy . Kirk had instructed the landing party ( through Rodriguez ) to rendezvous at the beam - down point at the glade ; there , McCoy encounters a black knight . Convinced it cannot harm him , as it is not real , he stands his ground – and takes a lance right through the chest . Barrows screams and Kirk shoots the knight with the . 38 police special gun ( since his phaser did not work ) , knocking the knight off his horse . Kirk and Spock run to McCoy . They look at each other grim faced , finding their friend dead . Act Three . The landing party are stunned by McCoy ' s death , Barrows in particular , sobbing and hysterical , and blaming herself . Kirk brings her to her feet and tells her he needs every crewman " " alert and thinking " " so they can be prepared for anything . She does her best to calm down and remain focused . Meanwhile , Sulu calls for Kirk to come over to the body of the black knight . His face . . . is clearly unreal . Spock performs an analysis with Sulu ' s tricorder and finds that the knight is definitely a mechanical construct and it has the same basic cell structure as the plants , trees , and grass on the planet . Elsewhere , Rodriguez and Martine spot an Japanese aircraft flying through the air , to Rodriguez ' amazement . Martine asks if it can hurt them but Rodriguez assures her it can ' t . . . so long as it doesn ' t perform a strafing run on them . Unfortunately , no sooner said than done ; the aircraft gets closer , and closer . . . and closer . Rodriguez realizes that his words were prophetic , and tells Martine to run and the ground is hit as they flee from rapid machine gun fire . Rodriguez makes it to safety but Martine falls unconscious , apparently hit . Just as Kirk , Sulu , Spock , and Barrows are distracted by the Japanese aircraft flying through the air , McCoy ' s body disappears , along with the black knight shortly thereafter . Spock then comes to the conclusion that these artifacts can be just as real as they are deadly . Just as the Vulcan asks Kirk what was he thinking at the time , Finnegan reappears . Kirk goes after him personally wanting to find out what has been happening to his people . Kirk chases after Finnegan and orders Spock to join with Sulu and find McCoy ' s body . After a long run to intercept Finnegan , Kirk is jumped by him and they get into a fight . " " I ' ve got the edge . I ' m still twenty years old . Look at you ! Heh , you ' re an old man ! " " , Finnegan says . Kirk attacks him , punching him a few times until he falls on his back . When Kirk now has the best of Finnegan , the former cadet fakes a back injury , and Kirk tries to help him up . Finnegan then flips Kirk over , knocking the captain out . " " Sleep , sweet Jimmy boy . Sleep as long as you like . Sleep forever , Jim baby . Forever and ever " " , Finnegan laughs while Kirk lies unconscious , his uniform ripped . Act Four . When Kirk awakens , he ' s no closer to the answers he wants , although Finnegan ' s comment – " " I ' m bein ' exactly what ' ya expect me t ' be , Jimmie - boy " " might be a clue . But beating the tar out of Finnegan one last time makes up for a lot of past miseries at the Academy , a fact that Spock finds enlightening after finding Kirk . He and Kirk realize the truth : all of the artifacts are representations of someone ' s wish fulfillment fantasy . Outrunning the tiger and making it past the " samurai " , they gather the landing party at the glade . Kirk instructs them to remain at attention , and not to think of anything . An elderly man appears ; this caretaker confirms the guess : his people constructed this planet as a playground . Anything one can think of can be manufactured – and none of it is permanent . Sulu wonders how a race can be so advanced as the caretaker ' s people are and yet still have the need to play . To Kirk , it makes perfect sense : " " The more complex the mind , the greater the need for the simplicity of play . " " When Kirk mentions the death of his friend , McCoy reappears , alive and well , and as a bonus has a chorus girl from a cabaret on Rigel II he once visited on each arm . Barrows promptly reclaims McCoy , and the chorus girls find other members of the crew , such as Sulu and Spock , to sidle up to . The caretaker offers the use of the Shore Leave Planet to the crew while cautioning them to take care what they summon . He will not comment on his species or their home planet , saying enigmatically that he believes the " Enterprise " crew are not yet ready to understand his people . Kirk plans to beam down shore parties for the best shore leave they ' ve " ever " had . He prepares to have himself beamed back to the ship . . . and then Ruth reappears , changing his mind . Memorable quotes . " " SULU ! " " " " On my planet , to rest is to rest . To cease using energy . To me , it is quite illogical to run up and down on green grass using energy instead of saving it . " " " " All a girl needs is Don Juan . " " " " No animals , no people . . . no worries . Just what the doctor ordered . " " " " Don ' t peek . " " " " My dear girl , I am a doctor . When I peek , it ' s in the line of duty . " " " " All we know for certain is that they act exactly like the real thing . Just as pleasant . Or just as deadly . " " " " Take Sulu , find McCoy ' s body . This man is " my " problem ! " " " " You stupid underclassman ! I ' ve got the edge ! I ' m still twenty years old . Look at you ! You ' re an old man ! " " " " I never answer questions from plebes , Jimmy boy . " " " " I ' m not a plebe ! " " " " The more complex the mind , the greater the need for the simplicity of play . " " Background information . Remastered information . The remastered version of " Shore Leave " aired in many North American markets during the weekend of . While the episode required very few new effects , the Shore Leave Planet was given a CGI - makeover , now a more Earth - like planet resembling its appearance in , rather than the nearly amorphous green blob of the original episode . Links and references . References . 20th century ; 2232 ; 2252 ; . 38 police special ; " Alice in Wonderland " ; amusement park ; associational reading ; bed ; Bengal tiger ; bird s ; blonde ; " Bones " ; bowl ; bucket ; bullet ; bush ; cabaret ; ; chorus ; chorus line ; ; curtsy ; dagger ; daydream ing ; death ; devil ; ; dummy ; Earth ; fatigue ; Finnegan ; flower ; footprint s ; goose ; glove ; grass ; hallucination ; hedge ; hennin ; horse ; Japanese Zero ; jewel ; joke ; katana ; medical leave ; kink ; knight ; logic ; multicellular casting ; navel ; Omicron Delta region ; persecution complex ; pill ; playing ; plebe ; pocket watch ; practical joke ; princess ; reaction time ; Rigel II ; Ruth ; samurai ; ship ' s surgeon ; shore leave ; Shore Leave Planet ; skin ; soup ; starboard ; Starfleet Academy ; strafing ; stress ; tree ; tricorder ; veil ; vest ; ; ; waistcoat ; water ; whisker ; White Rabbit ; Wonderland Unreferenced material . elephant ; hair ; hell ; leather ; Madame Tussaud ' s ; skeleton standbys ; Treblenk IV