11 : 59 ( episode ) Kathryn Janeway discovers the truth about one of her famed ancestors , Shannon O ' Donnel , realizing that who Shannon was differs vastly from what Janeway had believed all her life . Summary . Teaser . Captain Kathryn Janeway walks through a corridor on her way to a turbolift when Neelix , ' s chef and morale officer , joins her . He hands her the requisition report s for that week and asks her what she could tell him about the Great Wall of China , who built it and why . Janeway states the obvious , that it was built by the Chinese to keep people out . When they enter the turbolift , Janeway orders it to deck one , while Neelix tells her more facts about the wall and that it was one of the only objects before the 22nd century that could be seen from Earth ' s orbit with the naked eye . Janeway congratulates Neelix on his knowledge about Earth . When the turbolift arrives at the bridge , Janeway is told by Commander Chakotay that they are on course to the class Y cluster and will arrive in about three days , while she and Neelix walk to her ready room . Janeway asks why Neelix is so interested in the Great Wall of China , and he tells her that he has been studying Earth landmarks . In her ready room , Neelix tells her that he and Tom Paris have been exchanging cultural knowledge about Earth and Talax and that Paris has become very knowledgeable about Talaxian geography . Janeway then asks Neelix what he knows about the Millennium Gate . Neelix recites the Millennium Gate specifications – its height , base width , and surface material . He states that it was built in the United States of America in the 21st century . It is also one of the objects which can be seen from Earth orbit . Janeway tells him that it became a model for the first colonies on Mars and that one of her ancestors , Shannon O ' Donnel , built it , not with hammer and nails , but with words . On family gatherings , Janeway was always told that Shannon O ' Donnel was one of the first women astronauts and the driving force behind the Millennium Gate , the first of a long line of Janeway explorers . Neelix asks Janeway to tell him more , so he can impress Tom Paris . He learns that Shannon O ' Donnel was in the space program at the time and that she was asked by the governor of Indiana , who wanted her expertise about re - cyclic life support systems . According to Janeway ' s aunt Martha , Shannon was flown around in a private aircraft . In the early morning of December 27 , 2000 , Shannon O ' Donnel drives through the state of Indiana . Her car made a strange bumping noise while she added one of the state ' s curiosities , the world ' s largest ball of string , to her personal log , which was a small cassette player on the passenger seat . Seeing the Millennium Gate billboard , she headed to Portage Creek , where she hoped that someone could take a look at her car . Act One . Driving through the town , she stops to ask a passer - by where she can find food , gas , and lodging . The man tells her those things can ’ t be found any more in Portage Creek . Irritated , Shannon drives off but fails to look ahead and runs into another car . The other driver asks if she has insurance and she tells him it has run out . He says that two hundred dollars would be enough for the damage , but she tells him that she does not have that kind of money . The other driver accepts his loss and leaves . When Shannon tries to start her car it fails to start . After Shannon calls a tow truck , she looks around for a place to keep warm while she waits . She finds that Alexandria Books is the only open store . Once inside , she meets the proprietor and his son , Henry and Jason Janeway , and asks them if she can wait for the tow truck in their store . She tells them she was trying to get to Florida when her car broke down . She hears Jason joking that Shannon is a corporate hit man and she grins as she explains to him that she does not do that kind of work anymore . Henry Janeway welcomes her and offers her a cup of coffee . Shannon observes that most stores in town seemed to be closed . Jason replies that their store will never close . As she noticed their fliers lying on the counter , they tell her that they are fighting the building of the Millennium Gate , " the world ' s first self - sustained civic environment " according to Jason . Henry finds this to be propaganda ; he thinks it is nothing more than a glorified shopping mall . Shannon offers to help distribute the fliers using her computer if Henry would hire her . But they tell her that they do not need any help . Edging towards the door , Shannon asks again for a job . She says she really needs the money to pay for her car repairs . After an uncomfortable silence , Jason pleads for his father to hire her . Henry reluctantly agrees . Later that evening , Shannon and Henry visit a local bar and discussed Portage Creek . They talk about the Millennium Gate and why Henry is against it . Shannon learns that Henry would prefer to have lived in the classical age . Shannon prefers the modern age . They sum up the pros and cons of each . They get stuck on the lack of cold beer in the classical age , whether it may be better with the absence of it . When Henry asks her if she has plans for New Year ' s Eve she tells him that it will be no different than last year – she plans to be asleep . She asks if Henry believes all the noise about the beginning of a new millennium , whether it would cause all those problems like so many said , and if he believes all those hucksters who claimed that 2001 was the real millennium and not 2000 . As far as Shannon herself is concerned , those years are nothing but numbers on a calendar . Shannon mentions Jason telling her the bookstore has belonged to his family for generations and told Henry that she ' s just the opposite . She loves to visit places where she has never been before and doesn ’ t like staying in one place for too long . She found that she was an explorer . Henry grins and tells her he thinks her car looks more like a sailing ship than a real car . She tells him that it ' s actually a rocket ship . Their conversation is interrupted when a rumbling sound shakes their beer glasses . They leave the bar to see what this sound is and see trucks driving by . The next day Henry Janeway argues with Gerald Moss , who is being interviewed by Marci Collins of " 3 Action News " . Henry pleads his case and returns triumphantly when he overhears Moss tell Collins that if Henry ' s resistance is not resolved , then the Millennium Gate would be built somewhere else . Henry tells Jason and Shannon that all they have to do is to stand firm until New Year ' s Eve . When Henry and Jason walk into the store Shannon watches Gerald Moss making a phone call . He seems to notice her presence . That evening Shannon and Henry have a simple meal in the bookstore , which is illuminated by a few lamps and candle s . Henry pretends they ' re in Paris . He places a book about that city alongside the table and tells Shannon he has never left the state of Indiana ; he finds himself more comfortable with his books . She asks Henry about her car and he tells her that it has been repaired and is parked behind the garage . Shannon remarks that he should have mentioned that earlier that day . Henry says he forgot . Shannon says she will leave the next day but Henry reminds her that she promised Jason to show him some tricks on her computer . Remembering , Shannon agreed . She thinks he made it difficult for her to say goodbye . During their meal they seem to get along quite well despite their differences . Act Two . In astrometrics , Captain Janeway is viewing technical data on the Millennium Gate when Seven of Nine walks in . She asks Seven to help her find more information about the era in which the Millennium Gate had been built , because most of it is lost or damaged . Janeway tells her that the Gate had been built by one of her ancestors over three hundred years earlier . Although Seven finds the Millennium Gate impressive , she questions its relevance to " Voyager " s mission . Janeway tells Seven that it is relevant to her . When Seven replies that she possesses only a fraction of her ancestor ' s DNA , Janeway tells her that it is not about chromosome s but about character . Seven asks her to explain and Janeway replies that Shannon O ' Donnel inspired her when she was young – she had a great influence on her imagination and goals , and she was the reason why Janeway joined Starfleet . Later , Seven is researching historical data in the mess hall when Tom Paris and Neelix walk in . They are testing each other ' s knowledge about the Seven Wonders of the Ancient World . Paris pours himself a cup of coffee just as Neelix is about to name the seventh wonder , but he cannot remember it . Paris tries to recall it , but he cannot remember what it is either . Their contest is interrupted when Seven of Nine tells them that the seventh wonder was the Lighthouse of Alexandria , built by Ptolemy II in 280 BC . Paris sarcastically names Borg photographic memory a modern wonder of the world and tells Neelix the knowledge test is a draw and walks away . Neelix , curious as always , asks Seven what she is doing . Seven tells him about her Shannon O ' Donnel project . Neelix offers to help and notices the PADD containing information about a Sven " Buttercup " Hansen , an ancestor of Seven ' s . The captain had encouraged Seven to research her own genealogy but she questions Buttercup ' s relevance to Seven ' s life . As far as she is concerned their name likeness is a coincidence . Neelix tells her that there is some of him in her just as there would be some of Seven in her descendants . Seven replies that this only would be the case if she chose to procreate , and that she cannot appreciate Neelix ' s joke about a " Seven of Nine Point Five " running around . When her computer can find no references on Shannon O ' Donnel , Seven says that her research has failed . Neelix tells her that researching genealogy is a lot like fishing – she has to use a wider net , and orders the computer to expand its search to non - Federation database s , personal archives and photographic indexes . When the computer finishes searching it displays one reference about Shannon O ' Donnel . In the captain ' s quarters Neelix and Seven show Janeway what they have found : a picture of Shannon Janeway with her children and grandchildren . Neelix tells her that the photo comes from a Ferengi database . Eleven years earlier a Ferengi historian collected vast amounts of data about the origin of Federation space travel . The Ferengi wanted to market this information as nostalgic gift items . Janeway says she probably would be his first customer . Seven tells her that they also found journalistic articles about the resistance against the building of the Millennium Gate . Janeway observes that the entire town was against Shannon O ' Donnel . She asks Neelix to download the image so she could frame it . Act Three . Shannon O ' Donnel is watching " 3 Action News " in the local bar . She is planning her route to Florida where she wanted to visit a cousin of hers , when Gerald Moss walks in . He quotes the slogan her class came up with during her NASA period . Moss feels sorry for her that she had not made it at NASA and asks if she has stayed in touch with her former classmates . When Shannon tells him she did not , Moss tells her that a classmate of hers made it into to the space program and is scheduled for four months on the space station and that he ' s sorry that she has lost her job . He finds that engineers do not receive the respect they deserve . An annoyed Shannon tells him he had nothing to do with her personal life on which Moss tells her that they always screen their future candidates and makes her a job offer . Shannon could be a consulting engineer on the Millennium Gate project , but the catch is that she has to convince Henry to give up his resistance against it . Moss thinks Henry might listen to her because she seems close to him , Shannon tells him she has to think about his offer whereupon Moss tells her not to wait too long . The next morning Shannon wakes up from a dream about the first landing on the moon , which she watched on television when she was eleven years old . When she walks into the bookstore she finds Jason playing with her computer . He ' s enjoying the games but getting vaporized when playing " Matrix of Doom " , and she advises him to launch a flare before entering the steel fortress . Shannon is offered a cup of coffee by Jason who tells her his father went out shopping in Bloomington and that he is in charge of the store for the time being . When Shannon is asked by Jason if she had any children she tells him that she never got around to it and in return asks him where his mother is . Shannon learns his mother died when he was very young and she asks him if he likes working in the bookstore and what his opinion is about the Millennium Gate . Jason thinks the Gate might be pretty cool . When asked by Shannon if he ever saw the first landing on the moon he tells her that he saw it once in his science class . Just after eleven o ' clock Henry Janeway gets back with supplies and Shannon reads the article about him in the local newspaper and gets into an argument with him about the Millennium Gate project . Shannon finds the Gate more than a glorified shopping mall and admits there is a commercial dimension but explains that it is an experimental biosphere . It is a completely self - sustained city that will help scientists to learn more about the environment so , one day , they can recreate it on other worlds . Shannon confesses she would like to leave Earth and its problems one day and tells Henry that the Millennium Gate has a lot of potential . She accuses him of living in the past , of being afraid of the future . Shannon tells Henry that Gerald Moss has offered her a job , at which he accuses her of sleeping with the enemy . Shannon tells him she might be a consulting engineer on the Millennium Gate project ; Henry gets angry with her and asks her what would happen if he told her not to accept . Shannon tells him she does not want to live in her car any more . When Henry asks her to stay she tells him she cannot , afraid to get stuck in Portage Creek like Henry is . An angry Henry Janeway helps her pack when Jason walks into the room ; Shannon tells him she has to go when Jason asks her why she is leaving . In Captain Janeway ' s quarters , she , Harry Kim , Tom Paris , Neelix and Seven of Nine pass their leisure time by exchanging family stories . Kim is telling about his uncle , who commanded a mission to Beta Capricus in 2210 , a deep space mission at that time . The journey took six months and his uncle piloted the spacecraft the entire time – the rest of the crew was in stasis . When he arrived it turned out that Beta Capricus did not exist , but was indeed just the misinterpreted image of a distant galaxy . Jack did not wake his crew because there was nothing to do or see and returned to Earth . When they arrived six months later , Jack brought the crew out of stasis and they wondered why they hadn ' t left Earth ' s orbit . The laughter of Kim and his colleagues is interrupted by the door chime ; it ' s The Doctor , who wants to hand the captain a report but who does not want to intrude . When Captain Janeway tells him they were talking about their ancestors , he asks if he might join them . When Janeway agrees , he tells them that he , too , has ancestors . When Tom Paris jokes that his cousin was an electric shaver , he is corrected by The Doctor who tells him he was compiled from the most advanced holomatrices in the Federation ; his cousin was an advanced prize - winning chess program . Seven of Nine tells Ensign Paris that he has not yet told them about his ancestors . According to Paris there was not much to tell ; most of his ancestors were salt of the earth type of people . Some were planetary colonists and others were farmers , and one of his ancestors was a pilot who flew the first orbital glider over the lower Martian plateau . When Neelix mentions that his ancestors might have known Captain Janeway ' s , he asks for her name , but does not recall Shannon O ' Donnel ever mentioned in relation to a Mars mission , and he knows every Mars mission from the 1970s on , and who participated in them , by heart . Act Four . Captain Janeway is in her ready room reading a newspaper article on her computer terminal about Henry Janeway when Chakotay enters to show her the ship ' s status report s . She had found some more data from the 21st century , but most of it is fragmented and incomplete , so she , jokingly , makes guesses about the contents of Chakotay ' s report : " " The holographic engineer is having problems with her program . Neelix , the Cardassian cook , is low on supplies . Seven of Twelve is regenerating and Captain Chakotay is doing just fine . " " She explains that she was wondering how future historians would piece together their lives on " Voyager " . Smiling , Chakotay replies that it depended on how big the pieces were . Janeway had gone to dozens of history files about 21st century Earth and found that every alien culture saw Earth ' s history differently . Vulcan s described First Contact with a savagely illogical species , Ferengi revered Wall Street and even viewed it as holy ground , and Bolian s expressed their dismay about the low quality of Human plumbing . So she researched the basics – birth , death and marriage certificates , court records , housing records , etc . but she found it all incomplete . When Chakotay asks her if Shannon O ' Donnel existed , a slightly disappointed Janeway tells him Shannon did exist , but she only trained to be an astronaut and did not work on any of the Mars missions . She was an engineer who worked on the Millennium Gate as a consultant and the Gate itself was welcomed with open arms ; there was no opposition except by Henry Janeway . Shannon married him but did not change history , only her name . Chakotay tells Janeway not to be so hard on her , that Shannon did not know she had to live up to the expectations of Kathryn Janeway . Janeway tries to sound upbeat , saying that the worst part is how she ' ll break the news to her aunt that the great family legend is false . Three hours before Moss ' deadline , he and Shannon O ' Donnel watch " 3 Action News " in the local bar . Henry Janeway ' s resistance is still the main news topic . Moss tells Shannon that the building of the Millennium Gate will be delayed if Henry Janeway cannot be persuaded to give up his resistance before midnight . Shannon tells him she has to leave for Florida but Moss tells her he still could use her on the alternate building site of the Millennium Gate in Canton , Ohio . When Gerald Moss wants to leave the bar , Jason Janeway comes running in and tells Shannon his father still refuses to leave the bookstore and that a crowd is gathering ; even the police are present . Shannon tells Jason his father can take care of himself . When Jason pleads her to talk to him she tells him that he won ' t listen to her , although she likes Henry and Jason Janeway she tells Jason she is sorry , it didn ' t work out . At 11 : 15 pm Shannon drives out of Portage Creek and records her experiences into her personal log . She would not forget the last days and found Henry Janeway an interesting man – he liked to talk , but refused to listen to anybody but himself . Shannon reminisces about her dinner in Paris with him and found his son Jason as bright as his father . While eating a chocolate chip cookie , she decides to return to Portage Creek . When Shannon drove into the street where the bookstore was located , she noticed the police line and walked up to the bookstore , where Gerald Moss told a policeman to let her through . Followed by a " 3 Action News " camera , Shannon walked to the bookstore entrance . Act Five . Shannon knocks on the door and tells Henry to let her in . When she enters the store , she grabs his coat and tells him they ' re leaving ; she even threatens to drag him out of the bookstore if he refuses . Shannon tells him it is over and accuses him of living in the past without any thoughts about the future of his son or Portage Creek . When Henry asks why she has returned , Shannon tells him it was because of the chocolate chip cookies which she bought when she left Portage Creek – they didn ' t taste the same without him . Shannon tells him she ' d like to stay with him and Jason but she does not want to work in a bookstore for the rest of her life . Shannon tells Henry that he lives in the past while she wants to live in the future , and maybe together they could try to live in the present . She also tells him about the offer Gerald Moss made to her , but that she is prepared to turn him down if Henry wants her to stay . Henry hesitates for a short time and tells her he could re - open his bookstore in the Millennium Gate , whereupon Shannon tells him she probably could get him a nice location in the Gate where nobody would bother him . When Henry asks her if she would ever leave him again she tells him that if she would , they would leave together . When Henry asks the time she tells him it ' s 11 : 59 . Just before midnight , Shannon and Henry leave Alexandria Books bookstore and Henry closes his store for the last time . As they leave the store they are applauded by the gathered crowd . Kathryn Janeway is in her quarters staring at the star s when Neelix contacts her via her combadge . He asks her to come to the mess hall ; there is no emergency but he wants to speak to her personally . When Captain Janeway enters the mess hall , she is greeted by her friends who toast " Ancestors ' Eve " . When she asks what it ' s all about , Neelix tells her it ' s April 22 , Ancestors ' Eve , a holiday he established that very day . Commander Chakotay tells her Neelix had a point : an evening of reflection in honor of those who had come before . Harry tells him that his uncle Jack would approve and B ' Elanna Torres had at least a reason to crawl out from under the warp conduit she was working on . Janeway appreciates the gesture , but is interrupted by Tom Paris , who tells Neelix to give her the present . Neelix hands Janeway a framed photo of Shannon O ' Donnel and says that he has done some more research and told her the photo was taken around 2050 in a park near Portage Creek , thirty - eight years after the dedication of the Millennium Gate . Neelix thinks a nice place for it would be on the shelf near her desk in her ready room . Janeway thanks him but tells Neelix she is not sure that Shannon O ' Donnel belongs there . Seven of Nine tells her she was wrong , Shannon captured her imagination , and historical details are irrelevant . Tuvok concurs with her analysis and Chakotay tells Janeway that she would not have joined Starfleet if it wasn ' t for Shannon O ' Donnel . The Doctor grabs his holo - camera and places it on the bar . After he prepares it he tells everyone to gather around the Captain and to face the camera . They share a toast to ' family ' as the camera takes its picture . In the Portage Creek park , Kieran gave his sister " bunny ears " after their picture was taken . Shannon tells him to stop it and places him on her lap and pointed towards the camera which brought his attention to it and a big smile upon his face . Links and references . References . " 3 Action News " ; ; aerospace engineer ; aircraft ; Alexandria ; Alexandria Books ; Ancestors ' Eve ; antibiotic ; ; Artemis ; astronaut ; barbarian ; Baylor ; BC ; beefsteak tomato ; beer ; Beta Capricus ; Beta Capricus expedition ; binder ; biosphere ; birth certificate ; Bloomington ; Bolian ; Boulevard St . Germain ; boxing ; boycott ; Buck ' s ; building permit ; caffeine ; candy cane ; Canton ; captain ' s log ; car ; Cardassian ; cash register ; caution tape ; census ; chess ; chicken ; China ; Chinese ; chocolate ; chocolate chip cookie ; Christmas ; chromosome ; Civic center ; classical age ; class Y cluster ; claustrophobia ; coffee ; coffee shop ; Colossus of Rhodes ; computer ; computer game ; consulting engineer / consultant ; cookie ; corn ; court record ; ; death certificate ; deer ; Delta Quadrant ; doomsday book ; e - mail ; Earth ; Earth history ; Earth landmarks ; electric shaver ; EM echo ; emperor ; entrepreneur ; Ephesus ; European ; Federation ; Ferengi ; First Contact ; fishing ; Florida ; flying saucer ; Ford Motor Company ; ; French language ; galliform ; gasoline ; genealogy ; gesture ; governor ; Great Wall of China ; Greek ; guidebook ; Gustave Caillebotte ; Halicarnassus ; ; Glorious Hector ; Hell ; Hercules ; holodeck ; housing record ; huckster ; Indiana ; insurance ; interstate ; ; Janeway family ; Janeway family members ( 21st century ) ; Janeway ' s first wife ; marriage certificate ; journalist ; kilometer ; Large Sunflowers ; " The Last Supper " ; light bulb ; Lighthouse of Alexandria ; lion ; logic ; Lower Martian plateau ; LTD Country Squire ; Luna ; market price ; Martha ; Martian colonies ; Mars ; Matrix of Doom ; Mausoleum of Halicarnassus ; McMillan ; menorah ; meter ; Midwest ; mile ; millennium ; Millennium Eve ; Millennium Gate ; modern age ; " " ; NASA ; newspaper ; New Year ' s Eve ; ; nuclear family ; oatmeal ; oatmeal cookie ; O ' Donnel ' s NASA class ; Odysseus ; Ohio ; orbital glider ; PADD ; parade ; Paris ; Paris Street ; Rainy Day ; parking ; Pat ; permit ; personal archive ; photographic index ; plumbing ; PM ; police ; Portage Creek ; Portage Creek Police Department ; postcard ; Priam ; prizefighter ; promotional literature ; Ptolemy II ; Qin ; recyclic life support system ; retail space ; Rhodes ; rocket ship ; Roman ; Rome ; sailing ship ; scaffolding ; Seven Wonders of the Ancient World ; shopping mall ; " SK " ; slogan ; stamp ; string ; supplier ; Talax ; tax ; telephone ; television ; Temple of Artemis ; Texas ; Third Circle of Hell ; toast ; tow truck ; Troy ; Volkswagen ; voter registration form ; Vulcan ; Wall Street ; wreath ; Y2K bug ; Yin and yang ; Zeus Alexandria Books titles and authors . " Apartment Guide " ; ' ; " Big Bird ' s Rhyming Book " ; " Broadcasting " ; " By the Light of My Father ' s Smile " ; The Chronicles of Narnia ( map on wall as O ' Donnel first enters the bookshop ) ; " Curtains for the Editor " ; " Forbes " ; ' ; " Noble House " ( by James Clavell ) ; " PC World " ; ; " SK " ; " When I Think of Bobby " ; " Working World " Millennium Gate Poster references . Berman / Braga Developers ; ; ; ; ; ; ; ; Jim Mees & Associates ; Lazard / Anderson Group ; ; Lisa Rich Laborers ; ; ; ; ; ; Richard D . James & Associates ; ; ; Wendy O Design ; ;