Marcus and Dr. Franklin combat an invasion by parasitic aliens that attach themselves to humans.
Things are not quite as celebratory, however, in Downbelow, where a lurker is screaming in pain while a strange small creature, resembling a scorpion, burrows itself into his back while the man and the woman who met the incoming ship earlier stand over him, watching expectantly. They go over to him after it has integrated itself into him, but are dismayed because their plan didn't work. Security is on its way, so they quickly take their leave.
In C&C, Sheridan speaks with Ivanova privately about Corwin, and whether or not he should be indoctrinated into their group working against the Earth government. He asks her to meet with Corwin to determine whether or not he would be a good choice.
During Dr. Franklin's medical staff meeting, one of the other doctors reports the unexplainable death of a man the previous night. Franklin, wanting to determine the cause, asks that the body be brought to MedLab 1.
Marcus finds his contact, Samuel, who seems to be in fine health, but has no further interest in working with Marcus, or explaining why he no longer wishes to do so. Marcus is quite suspicious about this, but leaves anyway.
While Franklin completes the autopsy, finding a small, worm-like creature in the dead man, the man and the woman seen earlier, with Samuel, stand over the body of Duncan as yet another creature bores its way into his back.
Marcus arrives back at the bazaar, trying to find Duncan, and is quite perplexed when he is unable to do so. He speeks to another merchant, who says that she saw Duncan earlier, but hasn't in a while.
Alone in C&C, Ivanova tells Corwin that, since he has been promoted, it might be a good idea for them to talk and get to know each other better. Though somewhat apprehensive, Corwin agrees, suggesting they meet in the mess hall, but Ivanova suggests a more private venue: her quarters. This startles him further, but he nonetheless agrees.
Corwin approaches a flower vendor, and tries to explain his situation, with some difficulty, since he isn't sure himself what the situation is. Coming to the conclusion that he has a date with someone aggressive, the flower vendor gives him a large bouquet of synthetic roses, saying that no woman is ever offended by roses, except by their absence. Corwin agrees, and pays 40 credits for them.
Franklin and Marcus go to Duncan's quarters, but despite their incessant paging, he doesn't answer. Franklin reluctantly uses his medical override to open the door, and Marcus rushes in, finding something troubling inside. Franklin joins him, where they see that a strange substance has eaten through one of the walls. Marcus goes through the hole it created, and Franklin follows. It leads out into a hall, where there is another man on the ground, with another creature absorbing into his back. Franklin rushes to help him, but is stopped and held at gunpoint by a group of those previously affected.
Duncan arrives at Franklin and Marcus's prison, and tries to explain his situation, and how he was helped. He says that he was Duncan, but is now part of another species, the Vindrizi, and warns Marcus that he will hurt Marcus if he interferes. The part of him that was Duncan doesn't want that to happen. Duncan invites them to view the process, but all Franklin understands is that the Vindrizi seem to kill everyone they inhabit. Duncan tells him that only certain humans are suitable for a merger, and that the Vindrizi want only to save lives, and that there is no other way.
Ivanova gives Corwin a cup of real coffee, which she grows in the hydroponic gardens, counter to regulations. She explains that sometimes you have to bend the rules to get what you want, and Corwin agrees saying that, if it doesn't hurt anyone, or is good for Earth, he has no complaints. She asks him what he does if his orders conflict with what is good for Earth. Corwin tells her that everything will fall apart if the chain of command isn't obeyed. He says that, if he saw someone trying to gather officers to act against EarthDome, he would report them, and asks if there is anyone she wants him to watch. She says the question is merely hypothetical, asked only to learn where everyone stands. She thanks him for coming, says good night to him, and he leaves.
Marcus, alone in his prison, notices that the odds are now two against one. With the odds even as he sees it, he convinces one of the guards that a small device sitting on the table is actually a vital medical device that Franklin needs. Marcus instructs him on the use the device, which turns out to be his retracting pole; the guard knocks himself out with it. Marcus is able to defeat the other guard easily, and escapes his cell. He finds Franklin's hand link, and tries to use it, but the computer won't let him, since he isn't Franklin. He grabs his pole and runs off, while Ivanova, who detected the attempted use of Franklin's link, sends security to brown 84 to find the culprit.
Marcus easily defeats a guard patrolling the hallway. He grabs the guard's weapon, and quickly finds Franklin. He grabs Franklin away from the Vindrizi. The Vindrizi try to convince Franklin to continue helping the lurker, but Marcus decides to try to talk to them in order to get away safely. When he tries to threaten the Vindrizi, he is interrupted by Duncan, who begs him not to do what he's doing. Marcus asks what sort of a life Duncan will have if he is forced to remain merged with a creature. Duncan explains that he and the others weren't taken over, but volunteered.
While Garibaldi and other security officers mobilize to search the sector, Duncan explains that the Vindrizi were created over a hundred thousand years ago to be living records of history, bearing evidence of planets, cultures, and civilizations that will exist long after the other races have died and all other knowledge has been destroyed or forgotten. The only way the Vindrizi can survive is to take over the bodies of other races. They choose those near death, so that they may have new life and a purpose, which they may not have had before. Marcus says that he doesn't trust the Duncan he sees now - only the one he knew. As if by request, the Vindrizi inside Duncan thrusts its way out of him and scurries away. Duncan explains that his life, before the Vindrizi, was destined to be completed in Downbelow, but, when merged, he saw and knew things that he had never dreamed of before. After the explanation, Franklin agrees to help the Vindrizi, but only if he can be assured that he can approve all volunteers, and that they all agree to it beforehand. The Vindrizi agree, and Franklin calls Garibaldi, informing him of his location, and ordering a medical team. Marcus tries to apologize to Duncan, but it does no good. Duncan is sad at all he has lost, but apparently bears no ill will.
Ivanova approaches Sheridan in C&C. Sheridan indicates toward Corwin, without saying a word, as if asking what her analysis of his potential was. She shakes her head, and they both look away sadly.
Back in Earheart's, Franklin explains that so far, everything the Vindrizi told him is the truth. Garibaldi asks what Franklin thinks of Marcus; Franklin says Marcus did a good job, and tells Ivanova that Marcus might appreciate a second chance with her. "That's it," she says to herself. "He must have sent them!" She quickly excuses herself and rushes out.
Bearing the bouquet of synthetic roses, she marches forcefully through the station, finally arriving at a table where Marcus is eating. She thrusts the roses down on the table in front of him, haltingly ordering him to "Keep 'em," before marching away again.
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