- A strange cloud drifts over the base and causes most of the crew to be stricken with illness. A monster, the 'cloud creature' appears out of the cloud and runs amok on the base. A voice from the cloud explains its purpose. The base must give up its life support in order to prevent the cloud from dying. With most of the crew indisposed through illness, it is down to Maya to employ her shape-shifting skills to beat the creature.—don @ minifie-1
- An enigmatic space cloud has appeared near the moon; Alpha's sensors unable to identify many of its constituents. It had an immediate affect on the Moonbase personnel; physically and mentally incapacitating nearly the entire population through lassitude, depression, and loss of will. A skeleton crew, who seem to have immunity, is keeping the base barely operational.
Three days later, astronaut Tom Graham was sent out to the cloud in Eagle Six to collect particle samples of the cloud for Helena, who hoped to use them to make a diagnosis of the sickness. Eagle Six had soon disappeared.
On the seventh day since encountering the cloud (which is presumably following the moon), Eagle Six is found to be heading for the base even though it should've exhausted its fuel two days earlier. They're unable to communicate with the ship and sensors indicate there are no life forms aboard it. The ship is in the process of landing.
Since Commander Koenig had been among the hundreds of Alphans affected by the cloud, Tony Verdeschi is in charge of the base. He, Bill Fraser and one security guard enter the ship and are attacked by a large bi-pedal alien animal-like creature which proves to be immune to their lasers. The fate of the security guard is unknown as Tony and Fraser race to the travel tube to return to Command Center. Tony then orders two security guards to fire heavy rocket guns at anything emerging from the travel tube tunnel.
Meanwhile, Maya's and Sandra's readings have finally picked up some kind of solid mass within the cloud. A human-sounding voice comes over Alpha's communication system emanating from the cloud. It refuses to identify itself, informing the Alphans that they have sent for the Moonbase's life-support system. The creature then emerges from the tunnel, forcing open the corridor door. The rocket guns prove to have little effect. As the Alphans in Command Center watch the two security guards on the Big Screen getting mauled, Tony orders Maya and Sandra to take refuge in the Medical Center. As soon as the women arrive there, Tony uses his commlock to instruct the base's computer to allow Alpha's doors to be opened only by his voice command.
After Tony and Fraser abandon Command Center, the space animal rips the doors open and begins searching for what it had been sent for. The alien voice that had contacted the Alphans informs the creature that it won't find the Life-Support in that location. It then exits, heading into a corridor, searching for it.
Tony decides to confront the creature as a decoy while Fraser works on setting up some kind of a defense outside the Life-Support Center.
Arriving at Tech Lab Five, Tony observes the sizable vacuum chamber, planning to lure the creature within it, hoping to suffocate it, if not physically destroy it. When the creature happens by, Tony manages to get it inside, using himself as bait. The large vault-like circular door traps the animal within, then Tony activates the vacuum process. Contacting the gang in Medical Center, Tony learns that Helena is now down for the count with the sickness, but Alan is in a state of recovery. Tony informs Alan, Maya, and Sandra that the creature has been trapped. The trio watch on the screen as Tony reopens the chamber, expecting to find the beast laying on the floor. However, surprisingly, the creature remains quite unaffected. It starts throwing Tony around, but no one can leave the Medical Center to help, realizing Tony had programmed their doors to open only on his voice command. Maya transforms into a mouse so Alan can place her inside the base's ventilation system.
When Maya makes her way into Tech Lab Five, she attempts to transform into a duplicate of the animal mauling Tony to go on the offensive on equal terms, but finds herself unsuccessful in achieving that form. She instead becomes a different but smaller alien monster to try and rescue Tony. As the cloud creature gains the upper hand against Maya, Tony utilizes a pressurized firehose mounted in the wall to blast the beast away from Maya. The creature is temporarily subdued, giving Tony and Maya the opportunity to flee the area.
Arriving at the Medical Center, the pair gives Alan and Sandra an update. As they try and brainstorm a substance that would knock the creature out, Helena - who's barely conscious - suggests loading a high pressure injector gun with the most powerful drug on the base, which is too potent for humans. She then instructs them how to operate the device.
When it's learned that the creature has almost reached the Life-Support section, Tony attempts to distract it by blasting the base's Red Alert system. The animal stops moving, appearing confused, so Tony comes up with a plan to draw it away from Life-Support by appearing on the screen on a communications post down the hall from the creature, taunting it. When the animal approaches the Comm Post and smashes the screen housing Tony's image, Maya suggests Tony lure it to the Hydroponics Experimental Section and fill it with chlorine gas. Tony appears on the next comm post, baiting the creature. It destroys that one, so Tony appears on the next one.
Tony shuts down the Red Alert siren now that the animal is heading where they want it, then jumps into a travel tube to join Maya. Alan contacts Bill Fraser, who's outside the Life-Support Section, instructing him - with a lot of input from Sandra - of setting up an electric cable barrier in the corridor outside Life-Support.
Tony arrives at the Hydroponics Experimental Section, finding that Maya had the interior filled with chlorine gas. Her plan is to lure it inside by transforming into the same chlorine-breathing creature she had become on "The AB Chrysalis". They're both successful in getting their adversary into the chlorine gas, but as Maya struggles with it, it is discovered that chlorine can be added to the list of things that doesn't affect the creature. Maya uses the high pressure injector on the creature as it's throwing her around, which also has no affect. Tony's attempt to get Maya out of there by ordering the computer to open the entrance fails due to the door control being damaged during the scuffle between the two alien creatures, so Tony smashes the glass out of a large window, which Maya takes a flying leap through.
Once Tony and Maya have fled the area, Tony suggests that she transform into a similar creature as the one they're fighting, but she explains that she's tried, but its molecular structure eludes her. Tony comes up with an idea and leads her into the Weapons Section. Since an intelligence within the cloud is controlling the creature, Tony uses one of Alpha's huge surface laser batteries to bombard the cloud. On the view screen, a white diamond-shaped entity emerges from the cloud which must be its control center. Tony severs it in half with the laser, but before congratulations is in order, it fuses itself back together. Infuriated by the taunting of the alien voice mocking his efforts over the comm system, Tony splits it into four pieces. In the meantime, communications have been severed between the cloud and the creature, who stands still in a corridor, once again appearing confused. As the diamond on the screen fuses itself back together, the creature is on the move again, the mocking laughter of the alien voice sending the two defeated Alphans out into the corridor to head for the Life-Support Section.
Hearing something approaching, Fraser aims a laser rifle, but lowers it when it turns out to be Maya and Tony. They observe the cable barrier criss-crossed between the corridor walls and squeeze between them to join Fraser. Once the flow of electricity through the cables is activated, this will be their final defense.
The animal arrives and observes the cable barrier. After the voltage is switched on, the three Alphans watch as the beast grabs onto one of the cables with one hand. Nothing happens. The creature then grabs a cable with its other hand, completing the circuit, sending out a shower of sparks as the beast lands flat on its back. The creature immediately rises to its feet and puts out the small fires that have sprouted up on itself. Tony grimly states that it'll make it through on its next attempt. Looking as though this is the end, Tony confesses to Maya that he loves her, then their make-out session is interrupted by Fraser drawing their attention. The creature rips down the top cable as Fraser fires his laser rifle at it. The creature remains unaffected, Tony asking how any life-form can take that. Maya reminds him that they had registered no life-forms aboard Eagle Six, as it dawns on her why she was unable to transform into its likeness. The beast completely breaks through the barrier, causing the trio to high-tail it into the Life-Support Center. It follows them inside and the two men scuffle with it. As Tony and Fraser are being thrown around, Maya announces that it's a robot and can be beaten if they can get to its control center. Tony jumps on the creature's back, then is rolled over a desk. Maya has transformed into a bumblebee and starts buzzing around the creature. When the beast makes its way to the life-support core, Tony pounces on it, but it kicks him roughly to the floor. It then slides the core out of its housing, causing the red alert sounds as well as regular lighting being replaced by emergency lights.
In the Medical Center, the conscious Alphans realize the creature has taken the core.
Maya enters one of the beast's ears, revealing layers of circuitry within. She buzzes around inside, causing sparks amid the circuits. The creature starts staggering, dropping the core. As it's stomping around, waving its arms, Tony reaches and rescues the core from being trampled.
The cloud in space begins to dissipate.
The creature starts flinging things around as Tony moves the core back toward its housing. The beast raises a metal box above its head with both hands to put Tony out of his misery.
The cloud has completely disappeared.
The beast drops the box and collapses to the floor. Tony replaces the core and the lights come back on. Buzzing is heard, then Maya approaches Tony, assuring him that the creature won't get up again,
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