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Sunday, March 2, 2014

Episode Spotlight: "Second Chance" (3/02/1964)

“Second Chance”
Season 1, Episode 23
Originally aired 3/02/1964

Fifty years ago tonight, The Outer Limits went a bit cuckoo and presented a mediocre episode that, frankly, only a loon could love. Sorry, but this one's for the birds.

Dave Crowell is slumming as the captain of a flying saucer ride at Joyland Amusement Park, spending his free time casually flirting with Mara, the ride’s stewardess. What they don’t know is that, during the night while the park is closed, a bird-faced alien has been toiling to turn the ride into a fully-functioning, spaceworthy craft. 

The alien has telepathically lured five individuals to the park: the irate and volatile Arjay Beasley and his long-suffering wife Susan, along with a trio of teenagers: All-American quarterback Buddy, his girlfriend Donise and his lackey mascot Tommy. The alien approaches each of them, pretending to be a park employee in costume, and gives them free tickets to the flying saucer ride. Despite varying levels of ambivalence, all five show up at the ride.

The alien temporarily sedates Crowell and launches the ship into space. He explains that he is from the planet Empyria, a world that, in 82 years, will be struck by an Earth-like asteroid. Empyria will be forced out of its orbit and will eventually collide with Earth. The Empyrian has gathered these seven Earthlings in the hopes that they will help devise a way to avert the double catastrophe.

Crowell, who in reality is a disillusioned astrophysicist, agrees to help. The other Earthlings steadfastly refuse, however, clearly too absorbed in their own petty interpersonal conflicts. A struggle among the teens ends in tragedy when Tommy is accidentally sucked out through the airlock; later, Beasley resorts to attempted murder to convince the Empyrian to take them home.

The Empyrian intercedes and laments the Earthlings' savagery and lack of cooperation. He explains that each of them was chosen because they, more than anyone else, needed a second chance, which this opportunity could give them. They still refuse to help, and the Empyrian agrees to return them to Earth. Crowell assures him that several scientists will eagerly volunteer to help, then shares a tender moment with Mara to simulate a happy ending.


“Second Chance” began as an original teleplay by Sonya Roberts called “Joy Ride,” which was heavily rewritten by Lou Morheim (both received screen credit).  Unhappy with the changes, she insisted that her pseudonym “Lin Dane” appear in the credits. The final episode suffers from its fractured authorship, much as earlier episodes like “ZZZZZ” and “The Children of Spider County” did. For every interesting character moment, there’s a corresponding sci-fi action cliché to undermine it. In his Outer Limits Companion, Schow places most of the blame on Morheim, providing copious examples and comparisons (which can be found here; scroll down to see the salient tear pages). 

My single favorite moment in the entire episode is when Crowley tells Beasley that it's all real, that they are in fact flying through outer space. Beasley, dumbstruck and dazed, asks "But why? Why is it real?" It's a moment of fearful, almost childlike wonder that, for a brief moment, humanizes the bitter and detestable Beasley. I'll assume I have Roberts (and not Morheim) to thank for that. 

Paul Stanley occupies the director’s chair for the first of three tours of duty; he’ll also helm “The Guests” in a few weeks and “Counterweight” next season (the latter of which is actually quite similar to “Second Chance”; more on the similarities when we get to it in December). Director of Photography Kenneth Peach brings a more austere, workmanlike look to the proceedings than we’re used to (yes, I already miss Conrad Hall’s intense contrasts and canted angles), but given the limited sets (a merry-go-round, a Coke machine and the interior of the flying saucer) he does fine. Act three opens with a seriously trippy 360-degree shot of the unconscious abductees with random lights swirling around. And speaking of canted angles, we’re treated to a hilariously over-the-top pre-Star Trek flinging-back-and-forth sequence as the saucer passes through a meteor shower. I don’t know if we have Stanley or Peach to thank for this (or both), but a good laugh was quite welcome as I slogged through the episode.

*Sigh* So once again we have a goofy and circuitous alien plot, the failure of which results from the alien’s puzzling failure to simply ask for help (“The Mice”), coupled with mankind’s inherent penchant for assholery (take your pick of the episodes we've already seen; humanity is almost invariably portrayed in a negative light on this show… probably rightly so). The abduction of Earthlings --- even a smart guy like Crowell --- seems laughably pointless, considering the fact that Empyria is four centuries ahead of Earth in technological development (try to think of a task we could only accomplish with the help of early-1700’s scientists. Can’t think of one? Me neither).  Of the seven (six after poor Tommy bites it) abductees, only Crowell could even hope to contribute anything of value (but again, I tend to doubt it). Beasley in particular is such a caustic dick that he could never be anything but a liability to the project. 

But really, all of the abductees are awful people with their respective heads shoved deep into their respective asses (except for Crowley and Mara, the Ross and Rachel of the group), and could never bring anything good to such a noble undertaking as saving two worlds. Donise is a shrieking basket case, Buddy is sullen prick, Tommy is a groveling suck-up, and Susan... well, I guess she isn't terribly offensive (her only real crime is staying with Beasley). I also have a hard time believing that these seven were chosen because they have “the least to lose” by abandoning their lives on Earth. Wait, these folks? Out of the entire human race? Really? Well, how about... I dunno, death row inmates? 

The sight of Tommy’s corpse floating outside the airlock is certainly chilling, but the fact that the others --- particularly his fellow teenagers --- seem to forget about it almost immediately dissolves most of its impact. There also seems to be no meditation on just how his absence will be explained, once the others are returned to Earth. His parting shot reminds me of the title sequence from TV’s Buck Rogers in the 25th Century, which featured a cutout of Gil Gerard spinning in a circle.

So the Empyrian uses his goofy medallion to disintegrate people (the night watchman at the top of act one) and objects (Beasley’s pocket knife in act four); more interesting is his ability to render people unconscious with what appears to be some kind of telepathic sedative (the visual manifestation of which is a series of concentric circles emanating from his face; we saw this identical effect in “The Galaxy Being” when Andy the Andromedan torched his various victims). So he really doesn’t need the medallion most of the time, since he could in theory sedate his foes indefinitely. And really, if the Empyrians are peace lovers, they really shouldn’t be disintegrating people at all, especially a minimum-wage slob just doing his fucking job.

The Outer Limits is often guilty of reusing props from other TV shows and films (last week’s “Specimen: Unknown” was practically drowning in leftovers from the 1959 CBS series Men into Space). For “Second Chance,” however, a brand new spacecraft was commissioned. Granted, it’s a fairly stereotypical flying saucer job, but it works in context (since it's masquerading as an amusement park ride). What’s really impressive is the full-scale set of the saucer’s interior. Two stories, baby!

As a lover of all things retro-futuristic (please bring back the original Tomorrowland, Disney!), I love the "vision screen" part of Joyland's Flying Saucer ride. We see some swell seen-'em-a-thousand-times stock shots of various space phenomena, accompanied by Don Gordon's soothing ruminations on the possibility of extraterrestrial life. Sublime.

“Second Chance” is something of a sci-fi take on Reginald Rose’s Twelve Angry Men (which is one of the plays I did in high school; I was Juror #7). Both feature a semi-random collection of people with varying neuroses (and varying levels of intolerance) trapped in close quarters, laboring under tensions that culminate in the threat of violence with a knife. Good thing the jury room didn't have an airlock.

The Empyrian’s bird-faced mask appeared again, rendered even more birdlike with the addition of a beak, in season two's "The Duplicate Man." It then resurfaced a couple of years later (with a different beak) in the original Star Trek pilot “The Cage” in 1966.

The act two scene in which Beasley angrily does battle with an uncooperative pop machine (with his poor wife trying futilely to diffuse him), is strongly reminiscent of a similar scene from “The Fever,” a first season Twilight Zone episode in which Everett Sloane tangles with a stingy slot machine.

The Empyrian clearly has some difficulties manipulating the controls of the saucer, what with his talons and such, but like the Chromoite before him, he gets the job done in spite of his sub-dexterous handicap. However, he has no trouble whatsoever getting handfuls of both ladies during act two (props and respect, Big Bird).

Other carnal delights include Janet De Gore’s glorious, unstoppable bosom and the above-described opening shot of act three, in which we’re treated to a floor-level pan across both ladies’ laps (while they’re unconscious, no less! Talk about a voyeur’s paradise!). I couldn't actually see up their skirts (though I tried; believe me, I tried), but it’s possible that DVD’s limited resolution simply isn’t sufficient to allow such wonders. MGM, if ever there was a reason to remaster the series in high definition….


The music you hear in this episode is music you've heard before and, before the season is over, you'll most definitely hear again (and again, and again). That's right, kids, it's another stock-scored job in which you'll thrill to such timeless Dominic Frontiere tunes as:

Building Terror, Love Theme (“The Human Factor”)
Spaceship, Time Loops (“Controlled Experiment”)
Escape and Recapture, Transit Attempt, Chromoite Breaks In (“The Mice”)
The Big Finish (“The Borderland”)

I couldn’t place the music punctuating Beasley’s attempt to murder Crowell and their resulting struggle; I can only assume it came from Frontiere’s previous work on Stoney Burke. Speaking of which, our old friend the “Stoney Burke Mystery Cue” is back once again (at time stamp 11:11; see clip below). It appears twice more, at 19:12 and 23:30.


Don Gordon, who was marvelous in “The Invisibles” exactly one month ago, appears again here as Dave Crowell, Empyria’s Great White Interstellar Hope. Interestingly, he's billed as a "special guest star" this time around (wonder what changed during that month?). Gordon was also quite good in two Twilight Zones (“The Four of Us Are Dying” and “The Self-Improvement of Salvadore Ross”; the latter co-starred the lovely Gail Kobe, who appeared in last week’s “Specimen: Unknown.” He got to kiss her and everything, the lucky sumbitch). He also appeared in "The Trial," an episode of my newest sci-fi TV obsession, The Invaders (1967-69).

Simon Oakland’s distinctive voice is unmistakable through his Empyrian costume, adding an extra layer of gravitas atop an already-standout performance. A year earlier, he appeared on Daystar’s pre-TOL series Stoney Burke (“Image of Glory,” which also guest-starred TOL alum Dabbs Greer). He also did a Twilight Zone (“The Thirty-Fathom Grave”), but y’all probably remember him as the psychiatrist who explains Norman Bates’ condition at the end of Alfred Hitchcock’s Psycho.

The detestable Arjay Beasley is brought to angry life by John McLiam, who did two stints on Stoney Burke (“Fred” and “Five by Eight by Eight,"). McLiam also visited The Twilight Zone a total of four times (“The Shelter,” “The Midnight Sun,” “Miniature,” and “Uncle Simon”; you won’t actually see him in that last one because his entire scene didn’t make the final cut). Oh, and he also popped up on The Invaders (“Storm”).

John McLiam (center), giving some fatherly advice to Bennye Gatteys (left),
whom we enjoyed recently in "The Children of Spider County."

We've got two TOL babes to drool over this week. First up is Janet De Gore, who plays space stewardess Mara Mathhews. Next we have Mimsy Farmer, who plays self-absorbed teen beauty Donise Ward (before you ask, Mimsy turned 18 before “Second Chance” went into production, so there’s nothing creepy about me checking her out). As far as I could tell, neither actress has any other series or genre connections. 


“Second Chance” flitted onto VHS in two forms. First, there was the standard retail edition, sold in fine stores everywhere, which featured the customary awesome cover (love the screaming women in the background; but hey, MGM, why no headlining actor? Don Gordon's name was shown on "The Invisibles" box; strange that we don't see it here). Second, there was the mail-order exclusive Columbia House edition, which paired the episode with “The Children of Spider County” from two weeks ago (creating a double feature of wasted-potential mediocre offerings).

Meanwhile, the episode got no love on LaserDisc: a total of 28 TOL episodes were released on the (then) superior format, leaving 21 to a tape-only fate. Until 2002, that is, when MGM released all 32 first season episodes on the (relatively) new DVD format (season two followed in 2003). MGM would go on to re-release the DVDs two more times (in 2007 and 2008), but as of this writing hasn’t taken the next logical step and committed to a Blu-ray release. Therefore, MGM, I fart in your general direction… but I’ll happily give you a “Second Chance” if you rectify this oversight pronto (see what I did there?).

Ah, Hulu, that gleaming wonder of modern entertainment! You (or somebody like you) can watch The Outer Limits on Hulu’s website, which means those of you who don’t own the series on home video can now easily enjoy every single episode with a few mouse clicks. The best part? It’s 100% free! I know… crazy, right? However, bear in mind that this particular Life Hack has a frustrating limitation: you can only take advantage of it on a computer. Hulu Plus, which allows paying members to stream content to mobile devices and Blu-ray players, does NOT include The Outer Limits at this time. Dammit.


Topps allocated an impressive three cards to The Empyrian in their 1964 Monsters from Outer Limits cards (a mint set of which will cost you at least a few C-notes; the 1995 reprinted set, which I own, can be had for a few fins or so). Our fine-feathered friend is recast as a “mad genius” from outer space who uses his “mind stealer” device to collect thoughts from unsuspecting humans. His downfall comes when he accidentally gathers the thoughts of the mentally ill and flees in a confused state. Oh. My. God.


You crafty model-building types might be interested in the Empyrian 1/8-scale resin model kit from Dimensional Designs, sculpted by Chris Choin (DD/OL/EM-04). I couldn't track down any decent shots of a completed model, so we'll have to settle for the single tiny image I found (right). $49.95 plus shipping and you can have your very own bearded alien-bird creature. Flying saucer not included.


"Second Chance," like other similarly-mediocre offerings from this middle-of-the-season slump, is ultimately less than the sum of its parts. Is it awful? No. Simon Oakland's Empyrian is one of The Outer Limits' most noble --- if a bit misguided --- aliens, and we do get some tasty eye candy (the ladies, the saucer, plenty of blinking lights, etc.) to make the trip a bit less disappointing.


  1. This has always been one of my favorite episodes. Maybe because the premise of the story has always fascinated me so much.
    I really like Simon Oakland's performance as the Empyrian and Don Gordons' as the drifter scientist, and Janet De Gore is definitely a favorite TOL babe of mine!
    I find I like this episode more with each viewing.

  2. Unless Empyria's superior technology includes microphone booms that follow their species around, there's a very terrestrial-looking mike shadow visible at upper left starting at 1:10 in your Mystery Cue excerpt. Troy Pratt joins you, Troy Thomas and others in seeing the good even in under-rated episodes -- and you're right! This attitude has really helped me enjoy TOL more all the time. [PS: this "prove you're not a robot" stuff won't work for season 2, episode 9.]

  3. Adrian - yeah, I have a screen grab of the boom mike, but I couldn't think of a good meme for it. Plus it was after midnight and, after spending hours on this episode, I really just wanted to go to bed.

  4. I've always enjoyed this wildly implausible episode, with its uneven mix of intriguing elements. Perhaps a guilty pleasure. I can lose critical objectivity for OL, having first seen it as a nipper, when it first aired. It made an indelible 'wow' impression.

    This one seems almost like a love letter from OL to scifi pulp and hokum, for the enjoyment of viewing audience. The basic plot device - an amusement park 'spaceship' ride secretly retooled by an alien, into a real, space worthy interplanetary craft - is amazingly juvenile in appeal. For intelligence level it seems almost right out of a comic book. Same for the meteor shower, the old "man out the door into space" gag, etc. Nothing to lose the attention of a five year old viewer in that.

    On the other hand, there is also some solid adult drama, nice character interaction. As you reflected Craig, the moment where John McLiam's bewilderment peaks - there's some grown up dramatic punch. It has pretty nice psychological character interaction, giving it some grown up depth that contrasts in a strange, entertaining way with the incongruities of its overall storyline and plot devices.

    BTW a story thematic challenge, Craig - a follow up to your perspective: Suppose our alien had indeed simply requested volunteers, as per the finale (and your FEASIBILITY STUDY ref) - but oops, not gotten any? For his purposes, where would that've left him?

    Having revealed his alien presence and purpose, and not achieved his goal - would his cover be blown, a bit, for a presumptive Plan B - abductions; and secretly turn an amusement park ride into a real space vehicle, etc? I submit - maybe, story logic-wise ... he couldn't take that chance?

    Another cool feature and commentary, thanks one and all. OL then, OL now, and always.

  5. Oops, my bad - make that your MICE ref, Craig. Not FEASIBILITY STUDY as I mis-recalled, reading above (stupid 'false memory syndrome')

  6. "Second Chance" is no doubt one of the dark horses on my "Top 10" list". The Joyland spaceship ride becoming a transport to another planet is one of my favorite TOL ideas.

    The lone Empyrian's mission is to recruit humans to help save his nearly doomed planet. Compare this with the recruitment of humans by the Kanamits in a favorite TZ episode "To Serve Man" and you've got quite a contrast.

    The Empyrian is a large, imposing figure that is frightening, especially the way it ducks in and out of sight early in the story. The Empyrian manages to prepare the ship for space-worthiness without a single person noticing. This suspension of disbelief includes having to ignore the fact that Dr. Dave Crowell (Don Gordon), who is the make-believe Captain of the space ride, is a key recruit to save Empyria due to his genius. Quite an Empyrian-sized feat!

    Despite these nitpicks, I am able to truly enjoy many of these stories because they enable me to imagine things like an Empyrian world on the brink of disaster. The interplay of the human characters and their conflicts are fun to watch and the Empyrian changes from menacing to sympathetic in the blink of an eye.

    My love of 50's and 60's special effects is also satisfied here. Most notable are Tommy floating off into deep space and the classic design of the spaceship's interior.

    Upon repeat viewings, I have come to like the ending, which comes pretty close to the alien/human cooperation found in "Close Encounters of the Third Kind".

  7. Stupid, useless episode. Should have let the damned asteroid hit everything including this episode.

  8. My favorite part of this show is when disgraced but still proud football player Buddy has had enough and decides to take matters into his own hands. He stands up and rips into Captain Crowell, lambasting him for being only a "pretend captain". "My dear old Dad is a captain too, sir!" he screams at Crowell, "You oughta see HIM pretend"! Captain Crowell (Dave) just sits there taking this, with a puzzled, disappointed expression on his face. He's no doubt wondering what he did to deserve this abusive outburst. When Buddy decides Crowell's probably had enough he turns his pent up anger on the Empyrian, who's been watching the tantrum with a bemused look on his face. Buddy was a quarterback but he puts a great tackle move on the Empyrian, knocking the alien right down on his butt with a THUMP! At this, Mr. Beasley jumps up and, with a wild eyed look on his face, shouts "Splatter him! Kill him! Kill him for real"! Buddy rushes in to finish off the Empyrian but the alien, still sitting on his butt and with a calm, almost sedate expression on his face, knocks Buddy back with a blast of psychokinetic force. The others react in horror to this, especially Mr. Beasley, who really looks spooked. The alien angrily jumps up and glares at Buddy with an indignant expression, he's presumably not used to getting knocked on his butt by teenagers, but then decides to let the incident go. Realizing he's no match for the Empyrian, Buddy resorts to some football strategy and tries to get Tommy to help him "double team" the alien. Tommy, however, wants no part of this and then, right out of left field, brings up the fact that Buddy threw the Big Game. This enrages Buddy, and he calls Tommy a "fink". Tommy retaliates by calling Buddy an even bigger fink for throwing the Big Game.Meanwhile, the Empyrian watches all this with a bemused look on his face, presumably he's relieved not to be in the middle of this squabble, I'm guessing he's not eager to get knocked on his butt again. You'd think that these guys would have more important things to worry about at the moment than who threw the Big Game, but they are, after all, just kids I suppose. Tommy starts getting all choked up and tells Buddy how much Buddy meant to him, and Buddy responds by telling Tommy to "Shut up"! "SHADDUPP"!!!! Suddenly, inexplicably, Tommy starts stumbling backwards, like a drunk! Back, back, back he stumbles until he stumbles right into the opening of the airlock. In an attempt to stop stumbling further he reaches around the wall and then does the worst thing imaginable, he presses the button opening the airlock! Dave tries to save him but it's too late, Tommy is sucked out of the airlock and into outer space! A moment later the others look up at the viewer screen in horror just in time to see Tommy's suddenly lifeless and contorted body drifting away into the universe. This scene actually scared the crap out of me when I saw it as I kid, but now it looks kind of fake. At this awful sight Mara screams, Donise starts crying and Mr. Beasley gets a real spooked look on his face. Dave, however, doesn't react much, just sort of shakes his head as in "Oh, well". Having three teenagers as central characters was, I thought, a mistake, especially considering the fact that the abductees were supposed to have messed their lives up so badly that they needed a "Second Chance". Yes, Buddy threw the Big game, but he's young and has his whole life still ahead of him, and the only way to atone for that mistake is to go to another planet? Donise protests as well, "I don't need another chance"! she screams at the Empyrian. At the end, Doctor Crowell tells the Empyrian "Some of us don't believe in second chances, and the rest of us don't want them". Actually, I could use another chance myself.

  9. Hello Craig.
    Simon Oakland actually appeared in two Twilight Zone episodes.
    He also portrayed DeCruz in the second season episode "The Rip Van Winkle Caper."
    Anyway, keep up the great work on your blogs.

  10. I absolutely love the "Countdown" scene in this episode, you know, where the Empyrian counts it down to the big blast off. Sounding as sinister and frightening as possible, the alien "punches" each number slightly differently, which, of course, is the sign of a truly great actor, you have to "mix it up", you know. As he punches each number, we cut to each passenger, one by one, for their reactions to all this. Some look frightened, some part frightened, part angry (Donise), some cool but defiant (Buddy), some unconscious (Dr. Crowell). This scene is so great we get to see it twice, in the teaser and then in the episode proper. There are a couple of questions though, actually more than a couple, but I'll address two here. One, why would the alien think we need a NASA style countdown for THIS situation? Maybe this is universal throughout the universe, as the alien muses later. Second, why would you need a super scary countdown for a mission of saving the universe? I'll have MUCH more to say about this episode in a future post.

  11. Ok, this episode is a bit of a guilty pleasure for me, having enjoyed it the 100 times I saw it as a kid when it was first run and rerun. Some of it doesn't hold up today, script-wise. But I still enjoy it. I don't think an aluminum cheap-o circus spacecraft would hold up to the rigors of space travel. It would fall apart as soon as it hit 300 miles per hour, I think. And that's in spite of any tinkering the alien did to it during the night hours.

  12. I actually found this episode to be rather interesting, and wanted to see how it all came out in the end, but let’s face it---it has a stupid, stupid plot.

    Man, none of this makes the least bit of sense from beginning to end. First off---secretly converting a carnival ride to a functioning space craft, without anyone noticing? Uh, yeah…sure… (Though it has to be said, the spacecraft has some serious design flaws, when anyone can simply press the airlock button and get sucked into the nothingness of space, while the craft is in flight. That’s just poor design.)

    There is absolutely no reason the advanced alien bird-race needs to have humans to, what---colonize an asteroid to prevent it from hitting their planet? Um, how does that work, now? And why couldn’t they just adjust the trajectory of the asteroid themselves? Also, given the vast distances involved, I think it’s safe to say that a rogue asteroid many, many light years away is going to have ZERO effect on the earth, even if it bounces around its own solar system like a ping-pong ball.

    If the aliens absolutely HAVE to have humans on their asteroid, just picking up half a dozen totally useless random specimens doesn’t seem to be very practical. The only man that could possibly be of any use is the scientist---but given that the bird-men are 400 years advanced in the sciences, as compared to earth---what good would he be, anyway?

    Kind of strange, the bird-man hears his hostages basically killing one another down below, and he does nothing---until finally he verrrrry slooowly moves over and looks down the stairs to see what’s going on.

    Poor Tommy---he gets sucked into space and basically nobody cares.

    Argh. “Kidnapped into space” is a fun idea, and there’s a basic sort of childhood wish fulfilment at play here: surely more than a few children visiting an amusement park have thought “what if this carnival ride was REALLY a spaceship and could fly?” But really---every single bit of this story is utterly nonsensical, and so I can’t say it’s a very good episode. (And this is another that gets the “Dark Shadows” award for “obvious visible shadow of boom mic.”)

    Now, the most basic idea of the premise---that being, second chances on a new world---did put me in mind of Jack Finney’s excellent short story “Of Missing Persons.” Man, now why wasn’t THAT ever adapted into an episode of The Outer Limits or The Twilight Zone? Would have been a perfect fit.

  13. The flying saucer exterior was based on a ride at Brooklyn's very shortlived Freedomland Amusement Park (1960-1964), the "Braniff Space Rover."

  14. Freedomland was in The Bronx.