Lenore Karidian Lenore Karidian was a female Human civilian in the 23rd century . She was the daughter of Anton Karidian . Lenore was also a Shakespearean actress in the Karidian Company of Players . Biography . Lenore Karidian was born in 2247 . Though Anton took care that his daughter never learned of the fact he had previously been a brutal execution er named Kodos , she not only did so , but also became determined to silence all those who could connect Karidian to that past , by murdering them . Lenore wanted to perform since the first time she saw her father act . In 2266 , shortly after Thomas Leighton began to suspect that Anton Karidian was the otherwise - believed - dead Kodos , Leighton – who was one of nine eye witness es to an order of execution given by Kodos when he had been governor of the Tarsus IV colony – was murdered while walking home from town . By that time , Lenore was being courted by the commanding officer of the , Captain James T . Kirk , who found Leighton ' s body while with her . The recent murder deepened Kirk ' s suspicions to the point that he contrived that the company would be forced to rely on his starship for transportation , so that he could widen his investigation . Indeed , Lenore beam ed onboard the " Enterprise " and requested that Kirk provide transport to Benecia . As " payment " for passage , Lenore agreed that the company would perform Shakespeare ' s " Hamlet " for the crew . While the troupe was aboard , Lenore ' s romantic involvement with Kirk developed further , at one point likening herself to Cleopatra worshiping " a Caesar of the star s . " With Leighton ' s death , only two of the nine original eyewitnesses remained alive , and both of them served aboard the " Enterprise " . Lenore first attempted to poison Kevin Riley . She failed because Riley was speaking to someone at the time the poison took effect ; help was promptly dispatched . She next hid an overloading phaser in Kirk ' s quarters , in an attempt to blow him up . This , too , failed ; Kirk found the phaser and jettisoned it into space before it exploded . During the " Hamlet " performance , Lenore played the role of Ophelia . Meanwhile , Kevin Riley sneaked backstage with the intent of murdering Kodos , the man who had murdered his family . Kirk was able to stop him , but Kodos overheard their " sotto voce " conversation . Backstage , Lenore discussed it with her father – revealing , to his horror , that she had been , over time , murdering all those who could recognize him , and planned to kill the last two after the performance . When Kirk confronted her , she snatched a phaser from a nearby guard and raced on - stage . Clearly insane , she attempted to kill Kirk , instead hitting and killing her father when he jumped in front of Kirk at the last second . This act destroyed what remained of her mind ; she was taken into medical custody . ( ) Appendices . Background information . Lenore Karidian was portrayed by Barbara Anderson . She shares the record ( with Ricardo Montalban and Joan Collins ) for the most costumes worn in a single TOS episode by a guest star ( six ) . She wears a maroon - colored dress for her Lady Macbeth costume , a blue dress with a veil at the cocktail party thrown by the Leightons , a fur mini - skirt dress when arriving on the " Enterprise " , a greenish multicolored mantle on the observation deck , a black and red evening dress when Kirk visits the Karidians in their quarters , and , finally , a yellow and lavender Ophelia costume . It could even be argued that a veil she wears while walking with Kirk , just before discovering Tom Leighton ' s body , could be considered a seventh costume . In the final revised draft script of " The Conscience of the King " , Lenore was simply described thus ; " " She is beautiful . " " A later stage direction defined her as " wafting charm and perfume and graceful feminity . " In scripted but ultimately unused dialogue , Lenore said to Kirk , when he asked if she enjoyed her work , " " I ' m an actress . . . and I ' m acting . But . . . to play the classics , in these times , when people prefer star - video . . . it isn ' t always as rewarding as it could be . " " In another line of scripted but ultimately dropped dialogue , Kirk secretly told Spock that Lenore , unlike her father , was to be granted the freedom to roam the " Enterprise " , as much as regulations allowed . Lenore was also featured in a deleted scene from " The Conscience of the King " , while she was on the " Enterprise " s observation deck with Kirk . In the scene , Lenore related to him that she suspected Yeoman Janice Rand didn ' t like her , believing Rand was likewise attracted to Kirk , something Lenore said she couldn ' t blame Rand for . Lenore meanwhile regarded Kirk as naive about women but " an exceptional man . " After he complimented her in return by calling her " a very unusual woman , " she replied , " " Perhaps I am . " " Lenore then wondered if , with the advent of space travel , people still felt how they had done when they had only had one world , which Kirk confirmed . Lenore said she personally felt it was comforting to know people could still fall in love . She approached him and they shared a small kiss . Though he asked if that was meant as " a rehearsal , " she stated , " " A performance , dear captain , " " and they then embraced in a more passionate kiss . ( " Swept Up : Snippets from the Cutting Room Floor " , " " special features ) In the final version of the episode , only the second of the two kisses is shown on - screen . Lenore Karidian also featured in a full scene which was scripted but ultimately omitted , in which she comforted her father " almost maternally " in his quarters , where he had been anxiously pacing , waiting for her to return . She ignored him asking her where she had been , instead simply telling him she was there now . She gently eased him onto his bed , recommending he have a nap . Apocrypha . Lenore appeared again in the novel " Foul Deeds Will Rise " , when she encountered Kirk while the was acting as the location of crucial peace talks between two planets on the verge of a major disarmament program . Although officially rehabilitated and now working as part of a group of volunteers helping the planet to rebuild , Lenore came under suspicion when two of the delegates – one from each side – were killed in a manner that implicated her ; one was killed by the exploding phaser technique that she had attempted to use against Kirk and another suffered an overdose of , the medication that Lenore was using to maintain her sanity . However , despite the accusations of now - Ambassador Kevin Riley and Lenore ' s own concerns that she had suffered a psychotic break of some sort , Kirk eventually determined that the true killer was one of the delegates attempting to use Lenore as a convenient scapegoat . Although she briefly attempted to hand herself over to the planets ' government s to save the conference , Lenore later , once the truth was revealed , redeemed herself of her past crimes by risking her life to destroy a stolen protomatter warhead after the killer attempted to sabotage the " Enterprise " to prevent it doing so .