Talosian The Talosians were an aged , cerebral , sentient , humanoid species native to Talos IV in the Talos star group . ( ) History . Talosians were once a technologically advanced culture but a nuclear holocaust left their planet virtually uninhabitable and killed most of the species . The survivors of the nuclear war congregated in underground dwellings , where they became dependent on their mental ability to create stunningly real illusions , an ability that had been developed by their ancestors . As their mental powers grew , they lost the ability to use the technology left behind by their ancestors . The Talosians found that life using illusion was addictive , almost like a Human developing a physical and psychological dependence on narcotic s . They became bored with the content of the illusions which they had . Their dependence upon these illusions for mental stimuli caused the Talosians to begin capturing space travelers to use as the living basis for their illusions . In 2236 , the , carrying members of the American Continent Institute from Earth , crashed on Talos IV . All aboard were killed , save for one Human : a badly injured female named Vina . The Talosians repaired her injuries , but their work left her disfigured , as the Talosians were unfamiliar with Human anatomy . Using their powers of illusion , Vina could live as if she was uninjured and was made to appear abnormally beautiful . In 2254 , the Talosians captured Captain Christopher Pike and attempted to use him to rebuild their civilization . The Talosians hoped that Pike would be attracted to Vina and would wish to remain on Talos IV . Thousands of the Talosians probed Pike ' s thoughts , discovering he had " excellent memory capacity . " However , after assimilating the records of the " Enterprise " , the Talosians learned that Humans have a " unique hatred of captivity ; " even when made as pleasant as possible , Humans prefer death . This made Humans unsuitable to the Talosians for breeding stock , and Pike and his crew were released . The Talosians refused Pike ' s offer of trade and mutual understanding , claiming that Humans would use their powers of illusion to their own destruction . After Vina ' s true appearance was revealed , she was given back not only her illusion of beauty , but an illusory Pike to keep her company . ( ) This same compassion was again shown thirteen years later , when the Talosians collaborated with Pike ' s former science officer , Commander Spock , to bring Pike back to Talos IV ( even though Spock ' s participation in this effort involved defying Starfleet general order s and illegally taking command of the " Enterprise " ) . As Pike was himself a prisoner of his own body after an accident involving delta rays , the Talosians assisted with his return so he could live out the rest of his life virtually free from his useless body . ( ) Appendices . Background information . Origins . The Talosians were the first aliens encountered on " Star Trek " , appearing in the earliest TOS production , . ( While Spock was the first non - Human featured , his species is not mentioned in that episode . ) Upon devising the Talosians , Gene Roddenberry reused elements of the species from a story outline he submitted for an ultimately unproduced episode of the television series " Science Fiction Theater " . The story treatment was titled " The Transporter " and featured the invention of a device – the " transporter " referenced in the title – which , in Roddenberry ' s words , " creates an artificial world for the user , capable of duplicating delight , sensation , contentment , adventure – all beyond the reach of the ordinary person living the ordinary life . " The outline also involved the machine ' s inventor realizing the device might eventually lead to mankind ' s destruction or , as Roddenberry put it , " " [ The machine ] might be used as they have used the miracle of radio , television , the motion pictures – with more devastating results … . It could create wants and desires for which the world would destroy itself – a dying race sitting at their ' transporters ' . " " Thus , Roddenberry later made the Talosians capable " of duplicating delight , sensation , contentment , [ and ] adventure , " and established them as a dying race , experiencing life vicariously through others . ( " " , Chapter 1 : " The Creator " ) The Talosians were originally written as a crab - like species . The story outline for " The Cage " ( as reprinted in " The Making of Star Trek " , pp . 47 - 65 ) commonly referred to them as " crab - creatures " and said of the aliens , " " Although in no way human , they are obviously intelligent and have digital capabilities via six multiclawed arms and legs . " " The outline also dictated that , among their own kind , the Talosians were to have used " claw - snap and clatter for speech " and were originally intended to have not only claws but also an " external armor - skeleton " that made similar noises . The aliens were not imagined as being capable of communication , other than the clattering of their claws ; the commanding officer of the " Enterprise " ( at that time , known as Captain Robert April ) instead understood the aliens by translating their noises via his " telecommunicator " ( a device that later developed into both the common communicator and the universal translator ) . Also , the aliens ' mode of moving was referred to as " scuttling . " ( " The Making of Star Trek " , pp . 48 - 49 , 58 ) Gene Roddenberry discovered crab creatures would be too expensive to build . As a result , the aliens became humanoid . ( text commentary , TOS Season 1 DVD ) In the second revised final draft script of " The Cage " , the Talosians were thus introduced as " " small , slim , pale human - like creatures with large elongated heads , suggesting huge and powerful brains . They wear shimmering metallic garb . " " Roddenberry imagined the aliens as not only thin but also very frail . ( " The Making of Star Trek " , p . 349 ) In a line of dialogue which was scripted for " The Cage " but not included in the final version of that episode ( nor any other installment ) , Pike commented , " " What ' s happened to the Talosians could be sort of a warning , couldn ' t it . For us individually or for a whole race . Our electronic tape , our viewing screens , even our books , must never become a substitute for real life . " " In another scripted but discarded line , Vina said of the Talosians , " " Since their minds can reach anywhere , most of them are like cocoons or larvae now . They just sit and let the thought records or some specimen live for them . Some of them hardly move , except to take that blue protein once a day . " " This " blue protein " was a reference to the Talosians ' protein complex . First appearances . The producers and Gene Roddenberry decided to cast the Talosian roles as females and then dub male voices over the footage . In a interview , Director Robert Butler uncertainly recalled that this idea " might have been " his . He went on to say , " " When I saw the characters in the script I thought it would be interesting to get a difference , and one easy difference is to cast women just because of their size and grace , and then add voice - overs later . Therefore you get an oddness , an antisexuality that certainly might be more the case in other galactic cultures than our own , and I think that might have been my notion . But at the same time I remember that when I mentioned it to Gene he had had a similar feeling that we should go bizarre , so there was not much discussion if it was my idea . If I said , ' Hey , let ' s do that , ' he might have said , ' Yeah , I get it , it ' s a good idea , ' or vice versa . " " ( " The Star Trek Interview Book " , p . 97 ) The idea of casting women , with their lighter builds , appealed to Roddenberry because he thought it might give the impression that the Talosians had let their bodies atrophy in favor of higher brain development . ( " The Menagerie , Part II " text commentary , TOS Season 1 DVD ) Thus , Roddenberry searched Hollywood for diminutive actresses who had faces that he deemed to be interesting . ( " The Star Trek Compendium " , 4th ed . , p . 15 ) Once the performers were cast , their breasts were tightly wrapped , in an effort to disguise each actress ' female form . ( " The Making of Star Trek " , p . 349 ) The design of the Talosians additionally incorporated headpieces that – complete with their bulging veins and small , round ears – were created by craftsman Wah Chang and were blended into the actresses ' own facial features by Fred Phillips and his make - up staff . ( " The Star Trek Compendium " , 4th ed . , p . 15 ) Chang ' s work on the Talosian head prosthetics also included the throbbing quality of veins , but this effect can only be seen on The Keeper ' s head . ( " The Menagerie , Part II " text commentary , TOS Season 1 DVD ) Meg Wyllie , the actress who played The Keeper , later remembered the make - up required ; " " The base was an old - fashioned rubber bathing cap – the type with a chin strap . Above , or rather upon the cap , a rubber substance was placed . When that was set , the cap was removed , placed on a form and the technical special effects people finished the skull – placing the blood vessels and covering them . The makeup was not comfortable – my ears especially suffered being so confined under the bathing cap . " " ( " " issue # 117 , p . 52 ) To operate the pulsing veins on The Keeper ' s head , Assistant Director Robert Justman hid out of the camera ' s line - of - sight and squeezed a small rubber bulb that inflated and deflated the veins . ( " The Menagerie , Part II " text commentary , TOS Season 1 DVD ) Sandra Gimpel , who also played one of the Talosians , commented , " " Well , the makeup took , like , two and a half , three hours . The interesting part about it is how different it was then from now . The heads . The Talosians talk by telepathy , so the veins would pump every time they talked . So they had an air bladder in the head , with the veins . Then a tube ran down my back and down my arm , and I had a ball in my hand . Every time I pushed it , the air would make the bladder move . That ' s why you ' d see the Talosians standing so still . The costumes had really long arms , because they covered up us holding the ball . " " In an unused line of dialogue from the final draft script of " The Menagerie , Part I " , James T . Kirk speculated that the Talosians may have developed " some surgical methods " that the Federation had not yet developed , as of the timing of that episode ( in 2267 ) . However , Commodore Mendez skeptically replied that the single reference to life on Talos IV in Spock ' s entire report referred to it as " feeble and parasitic " and that such parasites " hardly make skilled surgeon s . " Reappearances . A small action figure of what appears to be a Talosian can be seen on Rain Robinson ' s desk in the 1996 of the episodes and . The same or a similar action figure could be found in Production Designer Richard James ' office during production on " Voyager " . ( ) According to an early script for , the Talosians discovered B - 4 drifting in space . It is likely that Shinzon acquired B - 4 from them . During the making of , little consideration was given to bringing back the Talosians , despite other TOS aliens reappearing on the series . Mike Sussman recalled , " " To my knowledge , no one on the writing staff was pitching Talosian stories . " " ( ) A Talosian was to cameo in the film . It was redesigned by sculptor Don Lanning . He later referred to it as an " amazing design " and speculated that the aliens " would have been played by women . " Lanning went on to explain , " " I did a drawing that was pretty much a straightforward make - up , where the actor ' s real neck would be painted green for digital removal , leaving this little spindly neck sculpted onto the front of the actor , and the body would be worn like a Bun Raku puppet . It was a fully realized make - up that was actually rendered out by Joel [ Harlow ] , and it was a fascinating idea . " " ( " Star Trek Magazine Special 2014 " , p . 137 ) Harlow crafted the design into a sculpture which featured a paint job by himself and Crist Ballas . Offered Harlow , " " What I did was sculpt the head extra - large with a thin neck on top of his real neck . We just assumed that when they shot it , his own neck would have been green - screened out , leaving a giant head on this tiny little neck . I think it would have looked really cool , but it ended up just being a mask , and all the body stuff , which would have been a rod puppet , was sort of neglected at that point . " " ( " Star Trek Magazine Special 2014 " , p . 137 ) According to " " ( p . 34 ) , the Talosians became warp - capable 500 , 000 years prior to 2378 . Reception and likenesses . Dave Rossi , VFX Line Producer of the remastered version of " Star Trek : The Original Series " , once enthused about his fondness for the Talosians , " " Any aliens that garner the death penalty if you go see them is . . . They ' re pretty epic . And it just speaks to their unique power of mind control [ . . . ] The Talosians take it [ mental powers ] to a " whole " other level . In fact , I would say that , in as far as " The Original Series " goes , the Talosians are probably one of the most powerful aliens we ever met , and that makes them fun , even though they have fanny heads . " " ( Starfleet Access , TOS Season 1 Blu - ray ) With similar gusto , Michael and Denise Okuda commented the casting of females as the otherwise male Talosians was " highly creative . " ( text commentary , TOS Season 1 DVD ) A similar casting trick was used again much later , with the Sphere - Builder s in , as they were all women except for one male . The same casting strategy was also used in another of Gene Roddenberry ' s ( posthumous ) TV series , " Earth : Final Conflict " , wherein the Taelons ( a species that , coincidentally , bear a striking resemblance to the Talosians ) were all played by female actors . The Talosians are similar too , in many ways , to the underground mutants of the series . Both are subterranean survivors of nuclear disaster with impressive mental abilities , which include the power to create thoughts and images in the minds of others . Apocrypha . The Talosians of the mirror universe appeared in the short story " The Greater Good " by Margaret Wander Bonanno , contained in the anthology " Shards and Shadows " . As in the primary universe , they used a distress call to lure the " " to Talos IV with the intention of having mate with Vina so as to create a race of slaves . However , Pike rejected her , refusing to mate with an " insipid Human female . " Upon learning of the Terran Empire fear of telepaths , the Keeper decided to release Captain Pike and use him as their eyes and ears throughout the empire ; the captain would give the Talosians an early warning , should the empire ever decide to attack and obliterate their planet . After assassinating Pike and assuming the captaincy of the " Enterprise " in 2264 , returned to Talos IV and ordered that its surface be leveled , annihilating the Talosians for the good of the Terran Empire .