This episode provided one of the scariest memories of my childhood. The first time I saw it on TV, the image of all those people staring in from what I'd assumed to be outer space outside the Enterprise completely freaked me out. I don't think I slept for a week after that.

The Amityville Horror. Poltergeist. And this episode. Are the three scariest things I remember seeing when I was a kid. And not necessarily in that order.

And many years later, as an adult, when I bought the DVD box set of Star Trek, every time I got to an episode that I didn't fully recall, I watched it with trepidation, lest it turn out to be this episode and freak the living bejeezus out of me again.

In some ways I was actually disappointed to discover that that scene doesn't seem quite so scary to me as an adult. And that this episode is really quite ridiculously silly, in so many ways.

Transcript

1
Captain's log, Stardate 5423.8. Leaving planet Gideon after a very strange adventure. Here is my list of the top ten horrible things that happened there.
2
10. The Gideons are so secretive and isolationist that they've never had visitors and won't let us scan their planet, but the Federation wants them to join.
3
9. I somehow completely forgot to take a communicator when I beamed down to Gideon.
Kirk: Energise.
4
8. They built a replica Enterprise exact enough to fool me. How did they get the plans? How did they know about the carpet stain on deck 4??
Kirk: Hello? Guys? Anyone? Bueller?
5
7. Why go to all that trouble rather than just drugging me as soon as I arrived?
Caption: Odona, mysterious woman
Caption: Mysterious bruise on arm
6
6. They gave Scotty different transporter coordinates, but neither he nor Spock noticed the difference right away.
Hodin: 875-020-709. That's 709, not 079.
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5. The Gideons are so overpopulated the planet is - literally - standing room only.
8
4. What do they eat?? Where do they poop?
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3. Their leader is willing to sacrifice his own daughter by exposing her to a virus that I carry.
10
2. The Gideons revere life so much that they can't contemplate contraceptives, but their solution to overpopulation is to infect millions to die of disease.
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And the top most horrible thing about this episode: When I opened a viewport to space and there were thousands of creepy faces staring in from outside!
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Caption: AAAARRRGGHH!! AAARRRGGGHH!!!
Caption: AAAAARRRRGGHHH!!!!