The Thaw ( episode ) The crew attempts to rescue three aliens in stasis from a bizarre computer program that is based on fear . Summary . Teaser . In Ensign Harry Kim ' s quarters , Harry plays his clarinet while Lieutenant jg Tom Paris sits on a nearby couch reading a book . They are both content until someone pounds on the wall opposite Kim ' s . As Kim yells an apology , Paris observes that Ensign Pablo Baytart must not appreciate music . Kim seems annoyed as he explains that the fluid conduit s running through the walls conduct the sound of his clarinet ; however , Paris counters by pointing out that the was built for combat performance , not musical performance . Looking for an alternative , Paris suggests practicing in a cargo bay but as they have bad acoustics , he jokingly suggests they have Baytart switched to the night shift . Kim laughs and says they could not do that but after a pause , he wonders if they could . Paris gives him a dry look and suggests that at least Kim will have an excuse to give his mother for why he did not practice . However , Kim is trying to prepare for an important performance with Lt . Susan Nicoletti . On hearing this , Tom is amazed ; he has been " chasing " Nicoletti for months but Kim seems to have found that the way to a woman ' s heart is her oboe . They are interrupted as Commander Chakotay orders all senior officer s to the bridge . As they exit Kim ' s quarters , Paris sarcastically mentions he has always wanted to learn to play the drum s . As " Voyager " approaches a deserted planet , Lt . Tuvok notes that there are nonfunctional communication satellite s in orbit . Neelix informs Captain Kathryn Janeway that the planet used to be a major trading colony , although he is unsure how long ago . Before he can make an estimate , Kim announces that evidence indicates a major solar flare occurred nineteen years previously . Chakotay observes a glacial freeze on the planet ' s surface , no doubt a result of the solar flare . Kim adds that there were magnetic storm s and extreme levels of radiation as well . Evidence suggests an advanced culture with warp drive and similar technologies but there are no life sign s and it appears that the atmospheric disturbances would have prevented any escape attempts . Janeway grimly realizes that the entire colony of 400 , 000 people was likely wiped out . However , Kim announces that they are being hail ed from the planet ' s surface . Act One . Chakotay reminds Kim that he said there were no lifeform s on the surface , which Kim confirms , suggesting that the hail is automated . In any case , Janeway tells Paris to play the message . A man named Viorsa appears on the viewscreen and introduces himself as the planner of the Kohl settlement . He explains that " Voyager " s sensor s have activated the message and that he and a group of members of his species have gone into a state of artificial hibernation in order to survive the effects of the ecological disaster on their world . The computer will awaken them in fifteen years , at which time he expects the planet ' s ecological recovery will begin , and he asks that no one interrupt their timetable . Chakotay points out that the colonists ' timetable ended four years ago . Turning to Kim , Janeway asks if scan s would have picked up suppressed metabolic signs . Although they should have done so , he checks below the planet ' s surface and picks the three extremely faint biosignatures 2 . 3 kilometer s down . He is unable to determine why the hibernation period did not end on time , but he confirms that there are two dead aliens and three more in stasis . Janeway now turns to Tuvok and asks if there are any automated security systems . Tuvok reports that there are no such systems and that it is safe to beam the hibernation pods aboard " Voyager " if that is the captain ' s intent . It is , so Janeway tells Tuvok to beam the pods to Cargo Bay 1 and orders Kim and Kes to meet her there . Five stasis unit s arrive in the cargo bay , arranged in a half - circle formation with wires connecting each chamber to a computer in the center . As Kes , Kim and Janeway approach the chambers , Kes uses a tricorder to scan the statis units . Her scan confirms that there are two dead humanoid s and three more in deep stasis with stable life signs . A layer of dust covers the units and as Janeway wipes the dust off one of them , she reveals the unconscious Viorsa . A badly decomposed corpse can be seen in another chamber . Janeway asks Kim what went wrong but he is unable to say . According to the tricorder , there were no pathway failures and the computer ' s circuitry appears intact . However , he notes with a hint of confusion that the alien ' s brain s are interconnected via a complex sensor system . Further investigation reveals that the computer is generating an artificial , dream - like environment intended to keep the alien ' s minds active . Upon hearing this , Kes is confused , so Janeway explains that in the past Starfleet has used similar systems to keep officers ' minds active during deep - space travel . The question is what went wrong and why they are still in stasis . Janeway calls a meeting of the senior officer s , where Kim explains the situation to the rest of the crew . Using a sample diagnostic display from the computer controlling the colonists ' hibernation program , he explains that while the system was designed to wake them four years ago , the decision to wake up was left to the colonists themselves . A subroutine was set up to display weather conditions on the planet periodically in order to allow them to choose when the safest time would be to emerge . For the past four years , this " escape hatch " has remained available to Viorsa ' s species , yet they still haven ' t activated it despite the fact that the system works perfectly . Tom Paris lightly suggests that the colonists are enjoying their artificial environment but The Doctor chimes in from his miniature viewscreen to inform them that he doubts such is the case , as the dead colonists showed evidence of prior neural trauma , which suggests mental stress caused by fear . Both colonists died from massive heart attack s likely caused by the stress to which their bodies were subjected . Unfortunately , given the length of time that the colonists ' bodies have been reliant upon the computer , Kim admits he does not know how to deactivate the system manually without causing the colonists severe neural damage . Tuvok suggests asking the colonists how to do so , to which Paris sarcastically asks if Tuvok plans to implant a comlink into the system . They already have a means of communication via the two vacant pods , so the crew decide to install a back - up life support system and enter the computer themselves . Back in the cargo bay , Kes helps secure Kim in one of the stasis units while Lt . jg B ' Elanna Torres lies in the other . Kes reassures them that she will be monitoring their vital signs and in the event of an emergency they will be transferred onto the backup life support system . Janeway adds that the system ' s recall subroutine will activate in five minutes to bring them back , calling the initial entry into the system a " test run " before she finishes securing Torres ' pod . Once Kes activates the computer , Kim and Torres lose consciousness within seconds and she announces that the autonomic nervous system link is secure . They are now on the system . In the computer , Kim and Torres find themselves together in a room with abstract designs on the walls but they feel no different than they normally do . Laughing and music come from a nearby room and as Kim and Torres head toward the sounds , they find a circus - like atmosphere filled with various performers who go about their business seemingly unaware of the newcomers . While there are numerous computer characters , the members of Viorsa ' s species are nowhere to be found as a nearby clown presides over the scene . A few of the performers take notice of Kim and Torres with amused intrigue but when Kim attempts to talk to them , they laugh or ignore him altogether . When he mentions that he and Torres are looking for some friends , the clown makes himself known as he responds , " " Well , that shouldn ' t be too difficult . We ' re all friends here ! " " Kim and Torres take his response as part of the program and ignore it , continuing to explore the artificial environment . However , the clown seems to know more than he lets on , wearing a sinister grin as they pass him . Kim and Torres find more of the same as they explore but one of the characters , a little woman wearing a multicolored tutu , finally seems to notice them when Kim accidentally bumps into her . When he apologizes , she forgives him and observes that he is new , asking where he is from . Torres tells the woman they are from " another town " but the woman indignantly reminds her there are no other towns . The woman goes about her business and Kim remarks that they are not getting very far . He takes a few more steps before a large character , perhaps nine feet tall and resembling a spectre , stops him . " " Perhaps I can help you , " " the spectre asks in a slow , deep voice . " " You are looking for friends ? " " Harry acknowledges this adding that are three of them . The spectre asks what they plan to do once they find these " friends " and Torres tells him she and Kim want to talk . The clown suddenly appears behind them , grabbing Kim and Torres each by an arm and exclaims , " " Why talk when we can dance ? " " With that , the clown brings Kim and Torres toward a group of performers as the music grows louder and becomes eerily cheerful . The two " Voyager " officers are pushed into the middle of a conga line , which they try to go along with until they arrive at a pink guillotine with a log in the head slot and a black - clad executioner next to it . Now surrounded by the clownish performers on all sides , Kim and Torres watch the executioner hit a button , causing the guillotine to cut the log in half . As he does so , the performers cheer and the music ends as the scene takes on a distinctly unfriendly tone , although the performers seem as merry as ever . Kim and Torres attempt to leave but are overwhelmed by the performers , who begin to clap in unison as Kim is handcuffed and brought toward the guillotine . Torres yells out Kim ' s name several times as she struggles to break free , much to the delight of the performers , who imitate her and bob their heads from side to side as they clap . The clown grins as the little woman from before brushes Kim ' s head with a feather duster in a mock - ceremonial manner . The executioner looks at Kim anxiously , eager to push the button on the guillotine . . . Act Two . The Clown ' s performers continue to clap in anticipation of Kim ' s beheading , but Viorsa , the alien whose recording " Voyager " received previously , emerges from elsewhere in the environment and orders them to stop . A physician and a programmer accompany him . Viorsa approaches and speaks directly to the Clown , adamantly warning him that the newly arrived alien s are surely not alone and should the Clown kill them , their shipmates will shut down the program . On hearing this , the Clown seems somewhat worried and orders the executioner to release Kim . Viorsa seems to be more pleading than talking as he tells the Clown that he and the other aliens knew a starship would find them some day , that it was only a matter of time . There is no way to know what will happen if the Clown hurts them , Viorsa claims ; grinning , the Clown taps his head and reassures Viorsa that he knows . The Clown approaches Torres and claims she is like himself , " a little of this , a little of that . " She does not take kindly to his games , and he observes that her temper comes from her mother ' s side of the family . When she looks at him incredulously , he claims to know everything . Further , the environment is " his " " party " and she and Kim are there without an invitation . Torres turns to Viorsa to ask what the Clown is . However , this greatly irritates the Clown , who insists that she talk directly to him . He explains that he speaks for Viorsa and his companions , as well as Torres and Kim , a fact he claims they will come to accept with time . Kim wonders aloud whether the Clown is a life form or a virus , which amuses the Clown . Circling Kim , he mockingly observes Kim ' s operational mind and attention to detail . Viorsa begs the Clown to stop , but looks down submissively after a threatening look . Now in a more serious mood , the Clown informs his " guests " that taking the members of Viorsa ' s species out of the environment would cause him and the other performers disappear . The performers have amassed behind him as he talks , and they use a crying gesture to emphasize his point . Kim suddenly seems to grasp the concept , realizing that the program generates the Clown , so without someone on the system , the Clown will cease to exist . This encourages the Clown , who further explains that he is merely the product of input from the brains of the aliens , as well as Kim and Torres . An oversized Starfleet communicator appears on him as he speaks , and he pretends to spit - shine it with pride . However , he is interrupted by a series of beeps as a computer panel appears on a nearby wall , identical to those on the computer in the real world . Angrily , the Clown accuses Torres of being responsible for the panel ' s appearance . She and Kim do not hesitate to push past him and run toward the panel , but while he makes no effort to stop them , he casually announces that one of the aliens will die if they leave . He reassures them he is serious , randomly selecting the physician for execution and daring the newcomers to leave . Viorsa solemnly confirms that the Clown possesses the ability to kill and has done so twice . When the Clown claims he does so via decapitation , a frustrated Torres insists that nothing in the environment is real . As the Clown informs her the environment is as real as a nightmare , Kim seems to suddenly grasp the concept , remembering the two aliens had died from massive heart attacks . Again mockingly imitating Kim ' s analytical personality , the Clown rhetorically asks what might cause a heart attack and suggests unmanageable stress caused by fear of losing one ' s head . Kim grimly realizes the Clown literally scared the aliens to death , to which the Clown bows proudly . Meanwhile , Janeway begins to worry because Kim and Torres have yet to activate the recall subroutine . Kes finds that the norepinephrine levels are well above baseline , an indicator of abnormal stress , so Janeway decides to resuscitate the crewmembers manually with the backup system . Their body temperatures begin to rise and the backup system appears to be working – until someone terminates the recall command from inside the system . Kim stands next to the panel on the wall in the artificial environment and terminates the recall command at the Clown ' s behest . Satisfied , the Clown tells him to remove the panel , as it is " ruining the party . " Kim warns him that to do so would be a mistake , but the Clown believes the mistake would be if Kim refused . When Harry claims that the panel represents an opportunity for the Clown , the Clown senses deception . He arrogantly reminds Kim that he knows " everything " Kim knows , even things like missing Libby and playing the clarinet . However , while Kim may have intended to trick the Clown in some way , he genuinely believes that the Clown will be able to contact the outside world through the panel to make his demands known . The Clown insists his only demand is to exist , which reinforces Kim ' s point , as Janeway and the rest of the crew will shut down the system if they do not hear from Kim or Torres soon . In response , the Clown appears on the opposite side of the room , where he and his cohorts indignantly turn their backs toward Kim , Torres , and the members of Viorsa ' s species , going into a huddle as if to discuss the matter . The Starfleet officers take the opportunity to ask the aliens about the Clown and they learn that the computer was designed to be adaptive , adjusting the environment according to the alien ' s thoughts and wishes . " " Who wished him up ? " " Torres asks sarcastically as she looks toward the Clown . Viorsa explains that the Clown was an unintended side effect , generated over a period of months as a manifestation of the their fears about survival and recovery . As Kim observes that the Clown seems able to read their minds , the programmer explains that because the Clown is produced by the system that monitors their brain s , in a manner of speaking he can . On the other side of the room , the Clown dances with the circus performers , seeming not to notice what is going on . He further explain that it takes several minutes for the system to process their thoughts ; as they speak , the Clown reappears next to Viorsa to announce that he and his " friends " have made a decision . Torres will leave in order to inform Captain Janeway that if the Clown dies , his guests will die as well – including Kim , whom the Clown declares his new best friend , as Janeway is like a mother to Harry and would never kill him . Back in the cargo bay , the recall subroutine activates when Torres activates the panel and Kes estimates that Torres will regain consciousness in about twelve minutes . " " At least we ' ll finally get the answers to a few questions , " " Janeway tells Lieutenant Tuvok . Act Three . Janeway holds another meeting of the senior officers , sans Harry Kim , where she pensively asks if there is a way to let the Clown and the other characters exist safely . Unfortunately , Torres points out that to do so would require leaving someone in stasis permanently ; The Doctor confirms this as he notes that the computer creates the characters using bioneural feedback . Further , he is unable to speed up the resuscitation process for the hostages by more than a few minutes without risking serious brain damage to them . In order to at least reduce the number of hostages , Janeway wonders how one negotiates with a manifestation of an . Tuvok points out that fear is the most primitive biological response : the ability to recognize danger and run from it . Neelix lightly suggests they make the Clown laugh with a good joke since that always makes his fear dissolve , but as no one is amused , he quickly drops the subject . Janeway asks Torres to look for a way to run the system without bioneural interaction , but in the meantime , they need a safer method of communication that will not give the Clown another hostage . Carnival - like music continues to play in the background and things have returned to normal in the virtual reality program , but there is a distinctly less cheerful atmosphere as Kim and the Kohl are left with nothing to do but ponder their situation . Viorsa mopes about the ordeal and laments the fact that Harry and his shipmates have been dragged into it , and the other aliens seem to share his feeling of hopelessness . Kim insists that the crew of " Voyager " is working on a method of escape and that they must do anything they can to help . Viorsa assures Kim that he will forget hope once he spends a few months with the Clown ; shortly thereafter , the Clown senses Kim ' s thoughts of escape and approaches menacingly . " " Naughty , naughty , " " the Clown chastises . " " I don ' t like those thoughts . " " Although the programmer claims Kim is new and unable to help thinking about such things , the Clown claims that if the members of Viorsa ' s species can , then so can Kim . Then he seems to realize the difference between Harry being new and the aliens being old and decides with a maniacal laugh that the solution must be to make Harry old . As the Clown laughs , Kim suddenly finds himself old and frail , his skin wrinkled , his hair gray . Unable to stand , he falls to his knees and reels weakly . The Clown points out Kim ' s fear of being old , of being cared for by nurse s , as the little woman appears with a bottle and an oversized spoon . " " Time for your medicine ! " " she declares , spoon - feeding Harry while the other characters egg the Clown on . Kim maintains a look of defiance , though he is obviously too weak to do anything . The Clown uses the fear of helplessness as a segue to the fact that Kim doesn ' t like being the " baby " of the crew . With another laugh , he transforms him into a sobbing infant and mockingly coddles the baby in his arms . Such things no longer faze the members of Viorsa ' s species , who look on helplessly as the Clown speaks to baby Harry as a mother would an infant . He loses interest after a few seconds and places Kim on the ground , where he turns back into himself . Kim continues to defy the Clown despite this display of power , telling himself , " " The only thing we have to fear is fear itself . " " As the Clown wants Kim to be his " friend , " he resorts to more drastic measures . He puts on a large black rubber glove and admits that he knows what truly scares him . A fearful look crosses Kim ' s face as the Clown brings up a humanitarian mission Harry ' s parents once took a to a colony suffering the effects of a radiation disaster . Harry was only nine at the time . The Clown describes how Kim wandered off while visiting a hospital while the other characters place a gurney behind Kim and strap him onto to it . Sensing Harry ' s thoughts , however , the Clown urges him to keep repeating the phrase about fear . The performers mockingly echo Kim ' s words with the Clown . He also suggests another phrase from Kim ' s mind : " " There ' s no place like home . " " Urging Kim to click his heels together , the Clown suddenly looks down at Kim ' s legs and notes with mock - dismay that they are restrained , much like a little girl Kim saw on an operating table in the hospital . The Spectre places a facial mask over the Clown ' s nose and mouth while the Clown re - enacts the scene Kim witnessed , wielding a scalpel and describing the way the little girl ' s eyes were filled with fear . Kim is terrified as the Clown brings the scalpel closer to his skin . He screams in horror , but just as the tension becomes unbearable , The Doctor politely interrupts the Clown ' s fun . The Doctor grabs the Clown ' s hand and lifts it to demonstrate that one must position one ' s index finger properly on the scalpel to attain optimal dexterity . The Clown seems to consider this for a split second before he does a double take and asks who The Doctor is . Releasing Kim from the gurney , The Doctor explains that he is Captain Janeway ' s representative , sent into the system to negotiate with the Clown . However , the Clown is confused because The Doctor is not " on " the system . The Doctor says that he would be glad to tell the Clown all about himself later , but for now , he simply calls his presence a " miracle of technology . " Janeway has offered to provide a simulated brain to allow the Clown to exist , but before The Doctor can explain the details of the plan , the Clown interrupts him . Gesturing toward Kim , the Clown calls The Doctor ' s bluff , as Kim thinks the plan is a trap . While Kim is unsure of himself , the Clown angrily solicits Viorsa ' s opinion . Viorsa suggests that the plan would work after a recalibration of the optronic relay s , but the Clown knows this to be a lie as well . Since a simulated brain would leave the Clown at Janeway ' s mercy , he stubbornly refuses , despite The Doctor ' s claim that Janeway is willing to risk the hostages ' lives in order to save them . Kim adds that he would rather die than remain with the Clown , who insists he needs all of the hostages and tells The Doctor to go away . The camera zooms in on a hopeful Viorsa as the Clown dances with the little woman and The Doctor reassures Kim he will return . In sickbay , Janeway asks for The Doctor ' s take on the Clown . He describes the Clown as unstable and unpredictable , just as one might expect fear to be . Tuvok points out that the longer they wait , the greater the chance that the Clown will harm one of the hostages . Janeway wholeheartedly agrees , and since the Clown cannot be negotiated with its clear they will need to mount a rescue mission . Act Four . Torres and Chakotay join Janeway , Tuvok , and The Doctor in sickbay as Janeway asks whether they would be able to repair the brain damage caused by simply disconnecting the hostages . He concedes it is possible , but they would likely never be the same again . Additionally , Torres notes how smart it was for the Clown to reject the simulated brain proposal , as it is impossible for artificial means to replace brain functions . " " I ' ll choose not to take that personally , lieutenant , " " The Doctor observes dryly . He mentions Viorsa ' s suggestion about the optronic relays , but Torres is unable to find any logic in the suggestion , as the optronic relays control the virtual reality environment and have nothing to do with neural functions . Tuvok assists here with his Vulcan logic , pointing out that Viorsa may have had another meaning . After considering the matter for a moment , Torres suggests that they might be able to disassemble the environment piece by piece if they interrupt the optronic pathway s . Torres asks how the Clown was unaware of Viorsa passing on this information , and after The Doctor suggests that he had distracted him , Janeway tells him to return and divert the Clown ' s attention again . The race to save the lives of the hostages is on . Inside the computer , the Clown pouts about his predicament , much to the disappointment of the other characters . The specter insists the Clown is ruining their festivities , which the Clown claims he cannot help . When the Spectre and the little woman suggest that the Clown take his mood out on the hostages rather than them , the Clown immediately cheers up and pretends to cry with joy . He suggests they play something called " the insect game , " which appeals to the other characters greatly . Before they can begin their game , The Doctor reappears , once again ruining the Clown ' s good mood . Janeway has offered the Clown a cloaking device , The Doctor announces ; the Clown claims to have one already , and with a spin , he makes a literal cloak appear on his shoulders . When The Doctor begins to describe a real cloaking device , the Clown is immediately intrigued . Meanwhile , Torres removes a panel from the computer and tells Janeway she will have to disrupt almost forty pathways to disable the computer . Janeway nods affirmatively . The Doctor continues to describe the captain ' s supposed plan in detail , essentially using as many big words as possible , and the Clown is skeptical . While Kim cluelessly claims that the plan is plausible , the Clown has yet to process Harry ' s thoughts fully and is unsure . He has forgotten about Viorsa , who sits in another area of the environment , listening in on the conversation and seeming to understand The Doctor ' s real intentions . As Torres continues to disable the relays , the various elements of the environment begin to disappear . The Clown is oblivious , observing that he would love to meet Janeway and appearing unconcerned as he suggests that she come to one of his " parties " some day . " " What ' s happening ? " " the Spectre exclaims as he disappears , alerting the Clown of the treachery . " " It ' s an attack ! " " the Clown screams . " " Red alert ! Red alert " ! " Suddenly , the performers return to the scene in full force , now fully aware of what Viorsa has done . The Clown furiously confronts Viorsa and orders the performers to take him as the executioner rolls the guillotine back on stage . Torres has finished disabling more than half of the relays when Kes announces that Viorsa ' s norepinephrine levels are rising rapidly . The characters bring Viorsa toward the guillotine , the merry clapping and head - bobbing from Kim ' s near - execution gone , the tone far more serious . He desperately pleads with them , insisting he did not do anything . A force field of some kind appears between Torres and the optronic relays ; although she is confident she can disable it , doing so will take time . One of the characters pushes The Doctor away from Viorsa as he attempts to intervene , but as the character struggles to restrain him , it disappears . The Doctor pushes several characters out of his way and is initially successful in removing Viorsa from harm ' s way , but he is ultimately carried away – literally . As Viorsa is placed in the guillotine , the norepinephrine levels approach critical . The programmer ' s desperate cries are drowned out by the screams of anticipation from the characters , and when the executioner hits the button , they cheer with excitement . Viorsa dies of a massive heart failure and the programmer ' s norepinephrine levels begin to rise sharply as the characters lead her toward the guillotine . Although Torres has less than ten pathways left to disable , Janeway hastily orders her to restore the entire system . " " We ' ve lost , " " she concedes glumly . " " We ' ve won ! " " the Clown simultaneously declares as he and his minions celebrate their victory . Act Five . The Doctor believes Janeway should take comfort in the fact that she saved the hostages ' lives , but she does not . She paces around the infirmary attempting to figure out what fear seeks , why people enjoy dangerous sports , roller coaster s , and deactivated holodeck safeties . The Doctor observes that to seek fear is to seek the boundaries of one ' s sensory experience , but Janeway pensively wonders what " fear " seeks . While Janeway tries to figure out what went wrong , the eerily cheerful music from before has commenced once again and the characters again form a conga line in celebration , forcing the remaining " guests " to dance with them . The Clown pulls Kim aside , and as the other characters dance around them , he warns Kim that he will have to punish him for Janeway ' s " little trick . " For now , he merrily tells Kim to enjoy himself . However , The Doctor shows up once more , bringing the festivities to an immediate halt , to the Clown ' s chagrin . The Doctor informs the Clown that Janeway has offered him an ultimatum , something the Clown finds hilarious . He compares her to Napoléon after Waterloo or Chulak of Romulus after his defeat at Galorndon Core , but The Doctor warns that Janeway will terminate the program in sixty seconds regardless of the risk of brain damage to the hostages . The Clown nervously asks what Janeway ' s terms are , and as they talk , The Doctor periodically reminds the Clown of the number of seconds remaining . Under Janeway ' s proposal , the Clown would only keep one hostage , something he would never accept under normal circumstances . However , he is flattered that someone would " choose " to be with him when he hears the other provision is that the hostage will be Janeway ; between that and the ultimatum , he agrees . Contacting Janeway on the emergency medical holographic channel , The Doctor informs her that the Clown accepted and offers to return to the environment to supervise the evacuation process . Janeway tells him to assist with preparations for the hostages ' return and gets into one of the stasis unit s . Meanwhile , the various characters go about " cleaning " the artificial room in preparation for Janeway ' s arrival . Kim begins to reach for the escape panel , but the Clown insists that no one leave until Janeway ' s arrival . He looks invigorated as he begins to sense her presence , the system scanning her brain . However , he notes that Harry does not believe Janeway ' s plan ; when Harry reminds him that Janeway " would " sacrifice herself to save the hostages , the Clown claims Harry does not appreciate his hospitality . As he speaks , the various elements of the environment disappear , leaving it barren as Janeway makes her entrance . Circling the Clown as she sizes him up , Janeway reminds him of his promise to release the hostages . He notices Janeway ' s courage in entering into their agreement with no guarantee he would do so , but she claims that fear is a healthy thing most of the time and as such she has come to trust it . " " Finally , someone who appreciates me ! " " the Clown declares , and with that , he lets Kim and the aliens go , urging them to come back to visit . The recall subroutine activates and the hostages ' body temperatures begin to rise . Torres estimates the process will be complete in approximately ten minutes . Kim reassures Janeway that the crew of " Voyager " will find a way to rescue her , although she does not believe such a rescue attempt will be necessary . With that , Kim and the aliens disappear , leaving Janeway and the Clown alone . She asks about the delay between her thoughts and the computer ' s ability to process them , which the Clown describes as " an eternity of anticipation . " Back in the real world , the hostages ' heartbeats return to normal as the resuscitation process enters its final stages . Kes and Torres monitor the events closely and Kes confirms that the hostages no longer need the artificial life support . Janeway claims the Clown has wanted the ordeal to end since it began , but he dismisses her claim ; after the trouble he went through to get her , he does not intend to let her go . A mirror appears and , admiring his and Janeway ' s reflection , the Clown observes that they make a cute couple . However , Janeway reveals that she has in fact fooled the Clown and is not Kathryn Janeway but a holographic image of the captain , sent into the system via the same method as The Doctor . The Clown does not understand since he can feel Janeway ' s presence , but the hologram reveals that while Janeway is on the system , she is not in stasis nor on the computer - controlled life support system – a fact she invites the Clown to verify once he becomes aware of Janeway ' s thoughts . As the hologram explains the method by which this was accomplished , the Clown is dumbfounded and the room itself begins to spin literally around him . Kes and the medical staff help the members of Viorsa ' s species out of the stasis units , the resuscitation process complete . Tuvok monitors closely as Janeway lies in one of the stasis units , very much awake and with some kind of device on her forehead . The Clown and the holographic Janeway now share the only light in the artificial environment , surrounded by pitch black . The lights become progressively dimmer as the hologram again confronts him with the fact that fear exists to be defeated . He claims Janeway tricked him , but she explains that Starfleet captains do not succumb to fear . Like all fear , the Clown will eventually vanish . The lighting all but gone , the Clown quietly admits he is afraid , to which Janeway whispers , " " I know . " " All the Clown can respond with is a simple and whispered " " Drat . " " With that , the lights fade out completely . Memorable quotes . " " We could get Baytart transferred to the night shift ! " " " " We couldn ' t do that — " could we " ? " " " " So now you have an excuse to give your mother why you didn ' t practice while you were gone . " " " " Look , I ' m trying to prepare for an important performance . " " " " Oh , really ? Are we scheduled to rendezvous with the Delta Quadrant Symphony Orchestra ? " " " " This is not reality . It ' s an illusion ! " " " " When your only reality is an illusion , then illusion " is " reality . " " " " Now , what might cause a heart attack ? Hmm , unmanageable stress , perhaps ? Unmanagable " fear " ? " " " The only thing we have to fear is fear itself . " " " " Let ' s get down to the issues , shall we ? " " " " How can I negotiate if I don ' t know what you ' re thinking ? " " " " I have a very trustworthy face . " " " " The simulated brain . . . " " " " . . . Would leave me at your mercy . No ! They stay . " " " " The captain is prepared to risk the lives of the hostages rather than leave them under your control . " " " " Who is " she " to tell me what I have to do ? " " " " She ' s the one out there . With the ' off ' switch in her hand . " " " " Doctor , if we " do " simply disconnect the hostages . . . ? " " " " There would certainly be brain damage . " " " " How much damage ? Could you " possibly " repair it ? " " " " Possibly , yes . Would Mr . Kim still be able to hold his clarinet when I was done ? Possibly . The brain is such an interesting organ . " " " " Don ' t be a poop ! " " " " Well you certainly know how to bring a party to a halt . " " " " I don ' t get out very much . " " " " What will become of us — of me ? " " " " Like all fear , you eventually . . . " vanish " . " " " " I ' m afraid . " " ( whispered ) " " I know . . . " " ( whispered ) " " Drat ! " " Links and references . References . 2358 ; autonomic nervous system ; back - up system ; ; biosignature ; biosphere ; canvas ; Chulak ; clarinet ; cloaking device ; communication satellite ; computer virus ; data stream ; dexterity ; eco - recovery ; encephalographic reading ; epinephrine ; festival ; Galorndon Core ; gesture ; guillotine ; heart attack ; heart failure ; hibernation pod ; holodeck ; humanitarian ; index finger ; insect game ; kilometer ; ; ; ; Kohl settlement ; " Jazz impromptu " ; Libby ; marble ; medical tricorder ; Miral ; ; optronic pathway s ; neural interface ; ; nightmare ; operating table ; optronic pathway ; party ; planner ; programmer ; radiation ; recall subroutine ; red alert ; roller coaster ; Romulus ; ; scalpel ; solar flare ; Starfleet ; subroutine ; tricorder ; ultimatum ; Viorsa ' s species ; Waterloo ; " "