Review: The Tholian Web Remastered

"Bring Back Kirk!"
Enterprise finds one of its sister ships, the Event Horizon – uh, Defiant – floating dead in space. Everyone important beams over and finds the crew dead with their hands wrapped around one another’s throats. After much investigation and careful consideration, "Bones" rules out natural causes and concludes that they killed each other. He also discovers that props and corpses aboard the ship are becoming immaterial. Fortunately, whatever’s going on doesn’t affect deck floors.

Enterprise’s transporter is acting up again, so the entire landing party can’t be beamed back at the same time. Kirk orders everyone else to return first. Spock demurs, but Kirk orders him to return with the others lest Scotty wind up with the biggest role this week. Of course, once Kirk’s the only one left behind, Defiant disappears faster than a decent sci-fi series on the FOX network and Spock is left to try to reach into another universe and rescue Kirk.

Rescue efforts are badly complicated by two factors:

  1. The arrival of the Tholians. They object to Enterprise’s presence here and spin a web to imprison the vessel, despite Spock’s insistence that Federation ship is in Iraqi waters neutral space.
  2. Whatever homicidal craziness infected the crew of Defiant crosses over to Enterprise, causing extras to attack the stars’ stunt doubles.

Despite a ticking clock and the necessity of finding a treatment for Space Madness, McCoy decides that it’s more important to follow Spock around behaving like an insubordinate jerk. He insists that Spock view Kirk’s final orders with him. From beyond the hypothetical grave Kirk tells his buddies two things

  1. "Spock, do a good job and ask McCoy for advice."
  2. "Bones, stop behaving like an insubordinate jerk."

Chastened, McCoy whips up a cure for the madness. Scotty is dubious until he’s made to understand that it’s a new way to drug himself insensible. Faced with the critical need to get the ship’s engines working Real Fast, he swipes a beaker of the stuff and declares his intention to mix it with booze and get as drunk as possible. In the end, the finest crew in Starfleet somehow manages to retrieve Kirk from limbo. Defiant, on the other hand, is pulled into the Mirror Universe by Mirror-Tholians who will lose it to Mirror-Jonathan Archer. But that’s a story for another day…

Get a grip Pavel

Episode Number 64…
Popular though it may be, "The Tholian Web" is an unremarkable "Star Trek" story. Yes, the "space madness" subplot allows for some histrionic performances on the part of the usually-neglected supporting cast, which probably endears it to some viewers who are particularly fond of those characters. Yes, there’s some amusing fussing and hurt/comfort byplay between Spock and McCoy, but it’s thinly motivated and seems to exist mainly as a sop to some portion of the audience that’s understood to enjoy this adversarial back-and-forth no matter how distracting or extraneous (in that regard, it foreshadows the rather synthetic argument the two have in Kirk’s quarters in "The Wrath Of Khan").

It’s difficult to empathize with McCoy here because his bitterness is so inappropriate in its extremity and Spock’s position so evidently reasonable. Perhaps aberrant behavior such as suggesting that Spock might want Kirk dead for the sake of his own career can be explained away as symptomatic of McCoy succumbing to the space madness. To just the extent that he’s out of his mind, however, the rapprochement that he and Spock finally achieve is trivialized. "Forget it, Bones," indeed. In the end, this is just a television tale where an hour is harmlessly passed by putting the series star character in a kind of faux jeopardy that we know must be happily resolved by the final commercial break. It’s "Star Trek" as "Stargate SG-1."

Nonetheless, there are a couple of great things about "The Tholian Web." First, it represents one of the original series’ few attempts to portray intelligent aliens who are physically very different than humans, and so succeeds that the Tholians have become one of the best-remembered, most popular and speculated-upon minor creations of TOS. It’s interesting that one of the other best examples of this kind of thing, the Melkots, also appear in the third and final season of the series which was otherwise notable for slashed episodic budgets and a general falling-off of focus and ambition. Second, the effects work is superb in design and execution.

Hi, I’m dead…now play nice boys

What’s Changed?
"The Tholian Web" in many ways would seem to present a challenge to the folks at CBS Digital almost the opposite of that posed by "The Doomsday Machine." "The Doomsday Machine" was an episode that was much better than the limited effects that supported the story. This is one reason that so many CG artists over the years have selected that episode as a showcase for "upgrading" TOS. The challenge there was to create new shots that better approached what the audience might imagine the fight between Enterprise and the Planet Killer to be like.

The original effects shots in "The Tholian Web,” however, are some of the best ever produced for the original “Star Trek” series (even garnering an Emmy nomination*). It would seem that the challenge here would be for the CG recreations to do justice to the original shots while enhancing them for HD. For the most part that’s the approach they take. And for the most part, they succeed – with a glaring exception.

The exteriors of Defiant are nicely enhanced. As with "Space Seed,” the CBS Digital folks take advantage of the fact that they’re neither working with models on fixed mounts or with stock footage of such models to portray derelict ships at angles other than the Trek-standard up-and-down orientation. It’s a nice way of suggesting that the ships are not moving or keeping station under any kind of helm or attitude control.

In the Enterprise/Tholian battle sequence, the new phaser and Tholian weapon effects look effectively energetic and dangerous. The new shots of Enterprise and the web stay very close to the composition and style of the vividly memorable original images. CBS nearly duplicates the look of the original web effect (itself a cell animation effect to which Michael Minor was a contributor). Enterprise appears in close-up, motionless relative to the camera, for several long shots in this episode. Duplicating these set-ups gives CBS Digital the opportunity to show off the hull detail and textures on their mesh, and the model holds up under the scrutiny (okay, I miss the "rust ring" on the upper surface of the saucer).

Some of these shots are subtly enhanced by camera movement where there was none before – watch the aft-forward shot of Enterprise caught in the web – and by correcting perspective errors that existed in the original. For the first time, the web on the far side of the ship is smaller and therefore appears farther away than the web in the foreground of the shot. There was likely some rotoscoping work required for one shot in which the half-solid Kirk "floats" against the background of the web. Such work is painstaking and successful mainly to the extent that it goes unnoticed.

I can see the inside of my cabin from here

Now I’m going to register my first real complaint with the "Star Trek Remastered” project. What CBS Digital has done by redesigning the Tholian spacecraft is a bad idea and actually diminishes the visual interest of the episode while doing a little damage to the integrity of the whole effort. The Tholian ships were not originally represented as undefined spinning lights like the Orion vessel in "Journey To Babel" or omitted altogether like the Gorn ship in "Arena." The Tholian model was as specific a design and as clearly visible in the episode as were the Klingon vessels or the Romulan Bird-of-Prey or the Botany Bay – or Enterprise itself, for that matter. The geometry of the ships was both aesthetically pleasing and surprising…even, one might say, "alien." Jefferies’ design didn’t need to be changed, and in my opinion shouldn’t have been. The new version of the ship is not an improvement and includes no significant new detail that is apparent in such a way as to enhance the "reality" of the shots in which it appears.

In the case of the Botany Bay, CBS Digital followed the original design very closely while adding some mesh and textural detail. Something similar was done with the Bird-of-Prey. This is what should have been done with the Tholian vessels. The absence of the red and green and blue colored lights used to illuminate the models on the stage is missed as well. The intense colors were a characteristic TOS technique (though, granted, rarely used for ship exteriors) and tied the vessel exteriors nicely to the posterized images of the Tholians themselves.

Why were these changes made? The new Tholian ships bear a passing resemblance to the Tholians seen on "Star Trek Enterprise," mainly as the result of the "spurs" now extending off the back of the hulls’ triangular ridges. That’s not enough reason to conclude that the change was made to bring these designs into line with the Tholians of “A Mirror, Darkly” as some have suggested, and that would certainly be a poor justification. The original (again, in my arrogant opinion) shouldn’t be revised for the sake of consistency with later artists’ work any more than later artists should be arbitrarily constrained by every design decision made on "Star Trek" in decades past.


What’s Left Alone?
The image of the Tholian commander has not been replaced or, as far as I can discern, enhanced in the new version. This is good; there don’t appear to have been any issues with the quality of the mattes or images in the original (since the commander appears only as a viewer insert, concerns about HD resolution are probably diminished). So unlike his spaceship, Loskene is as alien as ever.

Looking good Loskene

* there seems a bit of debate on the Emmy for the show. Memory Alpha and Amazon list it as winning, but,, and TheEnvelope list it as only being nominated. Suffice it to say it got their attention. But if someone has definitive proof send it in via the tipline…no need to derail the talkback on this.

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I agree with you on this one!
As much as I have admired the work of the remastering team, especially on my favorite episode “The Doomsday Machine,” the effects on “The Tholian Web” seem to be a step backwards. I prefer the original effects. When I saw the Tholian ships for the first time, I said the same thing… why? The effects seem “cartoonish” to me, where the original ships (although basic) seem MORE realistic than the new effects. This episode needs a rework before it’s released to us on DVD… Thanks for everything you do Paramount.
John Kirk
Abbottstown, PA

Not enough thought and effort put into this episode. Why did they allow it to be so dark? I can only hope that when its finally released on HD that this oversight is corrected and cleaned up or will it appear as they intended when we do see it on HD – I don’t see how myself.

Agree with DB that the Tholian ship should have been left alone. For one thing, the original holds the same wierd look as its inhabitants. It was, in concert, a spooky and disturbing representation of a truly alien race.

The new one looks pedestrian and pedantic a la Enterprise et al. Common, vulgar and unnecessary!

I also appreciate the primary color lights blasted onto the original model. It makes it immediately clear to the viewer that Tholians are Not of This World!

One comment on the McCoy/Spock nastiness… it made sense to me as a boy and I didn’t give it a second thought. I suppose it is dialog from an earlier time when we were more frank with each other, especially when under stress. I thought it was a great trick to move the story forward though, emphasizing Kirk’s departure to that great Command Chair in the Sky when we all knew he was coming back by 9PM!

Great review. I agree wholeheartedly about the superiority of the original Tholian ships. Its more fun to wonder what they’re made of and how they could possibly function than to have every nut and bolt pointed out to you.

But I do love this Remastered project. There are far more positives than negatives.

I tend to agree with your assessment that the ship didn’t need to be changed. If anything, I find the new design looks a lot “flatter” and less dynamic.

I disagree, on the other hand, about the “synthetic” nature of the argument in Trek II. They’re both expressing their deeply-held philosophies in their own deeply-ingrained ways: McCoy, as an asshole, Spock as a quieter, less abrasive asshole.

God I love TOS. :)

Nice review–this episode never made much sense to me. I couldn’t figure out after all the years together, why McCoy was such a dick to Spock. And Spock lies in the end about Kirk’s last orders.
I really enjoy your work here—thanks!

BTW, I don’t select the images (though I’m offered the opportunity) nor do I come up with the captions. I cannot take credit for Anthony’s “Hi, I’m dead…now play nice boys” which gave me the second biggest laugh of my day.

I’ve never liked the Tholian ships. The lack of detail doesn’t look alien to me, just unconvincing.

Some amusing stuff here in the synopsis. Better than just a straight rehash of events.

I guess the effects in this one were OK. The originals were so good, that its tough to top that.

I agree with Mr. Bailey that the Tholian ship was changed too much .

All in all, I have no serious objections to the effort.

Good review. I suppose that the original Tholian ship’s did infact look more misterious. Must have been all the excitement that got me likeing the new digital models.

thanks again for a great and entertaining review Dennis. Glad I can return the favor and make you laugh.

and I agree. Everyone should know that I have been the opposite of a purist on TOSR. I have thought they should really push the envelope. In this case…fr the tholian ships, I feel they pushed the wrong envelop. The tholians are weird and strange and alien….so why make their ships look more realistic and common. Make them wild maybe crystiline and faceted. But it is just a matter of philosophy on this one…and the Ent looked great.

I also agree that McCoy seemed totally wrong. This can be space madness, or it could be that this is the 3rd season with more absentee producers and two wirters and a director who had never worked on Trek before. McCoy accusing Spock of having ambition and being so ready to give up on Jim just seemed all wrong. If anyone would have been thinking of cutting their losses and getting out of there it would have been ‘needs of the many’ Spock.

I disagree on the new look of the Tholian ships. I rather like the new details. They’re visibly different than the Enterprise versions to boot, suggesting design evolution.

There was a comedian on SNL back in 1978 or so who had a great “Star Trek” part to his routine. It was something like:

“I dug McCoy, but he was ridiculous – no matter what Kirk told him to do, he wouldn’t do it:

KIRK: ‘Bones, zip up your fly.’

MCCOY: ‘I dare not, Jim!’

“Also, he didn’t get along with Spock and would have these ridiculous arguments, but Spock was always too smart for him.

MCCOY: ‘You’re an emotionless, pointy-earred freak!’

SPOCK: ‘Perhaps, Doctor, however at least my fly is zipped.’

“I hear they’re making a ‘Star Trek’ movie, which is good. Because it’s getting harder and harder to find new things in the episodes. ‘Hmm, I notice that Uhura has a run in her panty hose in this scene.'”

Regarding the tholian ships: I don’t know…I like the new ones, but I like the old ones, too. Changing the design for the sake of changing it, yeah not a real good idea. I’ll nibble that much. Overall, however, this project has been a huge success so far. Next week looks fantastic.

I should have said, “A huge success IN MY OPINION.” Whoops!

Just adding another voice to the rising “they should have left the Tholian ships alone” tide. Much better as originally conceived.

I’m not in agreement with anything said about the episode itself and it’s merits as a story.

However I enjoyed the analysis of the special effects and I do agree with everything said and the points made about the Tholian ship. His views on the changes, made complete sense, in the context of this project.

I enjoyed this remastering, but I’d rather they follow the original design and give us some more detail as was done before with other ships.

There was something special and unique about the original shape that’s gone now.

Ah yes…Loskeen and his Tholian Ships, not to mention The Big -E and the Web!
The original Emmy Award winning 1969 FX by Van Der Veer….

… They are still LIGHT YEARS ahead of the cbs/cgi horror they inserted into this clasic episode in 2007, and they truly ruined this episode for many of us with some very poor shots of both the Enterprise and the Defiant as well as the tholian ships now ruined.

The new shots of the Tholian Ships and its web around the Enterprise looked like a saturday morning cartoon from the 1970’s!

Rate this one a firm D –

It is a CBS/CGI embarrassing embarrasment…..imo.

” You dont paint a mustache on a Mona Lia…nor “fix” something that is not broken to begin with!..”

p.s. looking forward though to The Immunity Syndrome…very much..this one looks more like it!..(from the preview anyway).

Here’a a quick question–I never thought of this but why do they wear their space suits in the first place? I don’t remember a report of loss of life support. When they got on the Defiant, someone said all systems are functioning?
Just a random thought

The redesign of the Tholian vessels is unwarranted and make this remaster a dissapointment.

It was always agreed in my old trek group that it was because the Defiant was “blinking” out randomly at times they maybe needed tthose space enviromental suits , what do you think, perhaps?

#19 “but why do they wear their space suits in the first place?”

They are aware before they beam aboard that the space (and therefore ship) are unstable. So the suits are a necessary precaution.

Always glad to see a “revew,” Anthony, but when are we getting a review? ;)

#22 …..i believe i just said that to #19.


SteveninSF, OK while we’re at it. Why do their space suits have no backpacks for, hmm, dunno, oxygen? Or in the 23rd century have they learned to compress several hours’ worth into a boot?
I like the new Tholian ships. I don’t find them common. It may be true we’re getting far more SciFi now than 40 years ago. But, I think the old design relied heavily on gel’d lighting rather than detail. Am I right that they jammed some pylons onto the Tholian ship and turned it into the Aurora? Anyone? I think it was a sign of the budget crunch. I’m glad we’re seeing new details. In general, I’ve sided with CBS-R in its efforts to bring Trek up to contemporary FX standards.

Another great review Dennis, and you’ll get no argument from me–the arbitrary redesign of the Tholian vessels was *not* a welcome “improvement”.

Also, I’m a little disappointed that we didn’t get to see the Enterprise trapped in the web from a greater distance. If you’re going to redo stuff, CBS Digital, give us some interesting imagery we haven’t seen before.


That’s true! No backpacks. Maybe everything is stored in that funky head piece/ black post thingy.

The Aurora –The Way To Eden. What a horrible, horrible episode. Right there with Star Trek V.

I can’t wait to see Tomorrow is Yesterday with the Enterprise being chased by the 60’s jet interceptor. I’m curious how CBS handles that.

Yeah the made the Hippies Stolen Cruiser from one of the Tholian ships with Nacelles from an AMT Enterprise model a kid could buy for $4.95 in us dollars. circa 1969….


Yes, the Aurora was a Tholian ship with engine pods added onto it. Looked good to me (Even though I did recognize it as a Tholian ship right away…maybe they’ll keep that design since they changed the Tholian ships so much.

yeaaa trekmassster

…and dub in rap and hip hop into the hippies music and talkin via cgi?

That monitor with the grubby right side edge in all those shots bothers me and I try not to let things bother me. Was there no cleaner in any of those plastic bottles in sick bay? ;0

Another nice review, and one I agree with wholeheartedly. I can’t add anything, really.

One thing made me laugh rewatching the ep this weekend, though — the fact that Kirk was so *specific* with the introduction to his “last orders” recording. It wasn’t just “If you’re watching this, I’m dead.” It was more like “If you’re watching this, then I am dead, and you are probably locked in mortal combat and facing the most difficult command decisions of your career.” Made Kirk seem a little bit full of himself (Kirk?!)

Would’ve been pretty funny if Kirk had died slipping in the shower or something.

#32 “if Kirk had died slipping in the shower”
Kirk would be more likely to die while “shtupping” in the shower! James T. Kirk was the JFK Lothario of the 23rd century, well known for fighting and f*#king his way through the galaxy! The “T” stood for TRIM!

The line about Scotty getting as drunk as possible during a ship emergency, and the line about the deck floor not being affected is just LOL funny.

# 26

I agree that new Tholian ship design is a little off. Infinitely more egregious to me though is how miserly CBS-D tends to be in terms of siezing opportunities to give us something NEW to look at. As I wrote before: I recall from interviews of the period the original creators expressing their sincere laments they could not quite budget a far shot of the Enterprise completely surrounded by web. They really wanted that shot. Forty years later they still don’t get it; and neither do we.

If there’s little or nothing new to look at, well, then why am I looking at it?

#22 Are you another “Spock’s Brain”? Are there two of us?

yep I agree, an unecesary change to the tholian ships. What makes it worse is now the ships almost blend into the already dark image…as lit before they would have stood out nicely

Kudos to CBS for another nice job. The enterprise looked especially nice in its closeups and the shot from underneath was pretty nifty.

While I haven’t had the chance to see any re-mastered, living in Australia, I was keenly interested to see what they did with this episode – a favourite of mine.

I like the way they enhanced the Tholian ships. Enterprise gave a nice nod to TOS and it’s good to see TOS-R giving one back. The tholian ships now look like spaceships rather than triangular slabs of metal.

As for Loskene, I would have preferred they change his image. The tholian seen in “In A Mirror Darkly” showed what was possible. It looked very reminiscent of Loskene, but it also looked like a living breathing alien, rather than a fuzzy splotch of colour.

So, I guess I disagree on both points with the reviewer, but my opinions are based soley on what I’ve seen from the screen-shots.

Still, sending a big Aussie “Good on ya” to the team at CBS Digital for their work.

I often wonder if the people over at CBS digital ever visit this site, and read our comments regarding their work. There have been many valid criticisms posted here regarding the remastered episodes, but more importantly many great suggestions for improvements they could make.

I’m sure time and money are tight when it comes to remastering each episodes, but I do hope they have time at the end to go back and make some improvements.

Mike :o


I tell you, at this point, given the roller coaster ride up and down Judas mentality prevalent on these boards, if I worked for CBS Digital I’d DELIBERATELY do things to piss this crowd off.

Hey Mike, Denise, Dave etc, don’t sweat it, you guys are doing just fine.
Don’t fall for the squeeky wheel routine. Just keep doing what you are doing, it’s FANtastic.

I don’t envy J.J. ABrams.

Generally, I really liked the FX. Unfortunately, I agree the Tholian ship redesign was unfortunate: I assumed the Tholians and their ships were crystalline. The new look makes them somewhat ordinary.

On the whole though, thanks guys!

I agree with some of what Dennis Bailey said in his review.. but I, for one, think the new Tholian ships are a welcome addition. The original ones were just a blurred blob of metal with no detail. Even if ENT didn’t do a Tholian ship, I think this episode cried to be fixed with a ship that actually looks like a ship. The original ships and fx were so cheap and cartoonish.. now, the remastered shows look more realistic. A vast improvement in my opinion. I’ve been waiting 40 years for someone to make the ships and fx look better.. bravo CBSD!

I haven’t seen this episode yet, but from many of the reviews regarding effects, I’m still of a mind that the effects shots per episode have been divied up between teams. Many episodes have a “cartoony” look to them, while others have much more depth.

Changing the Tholian ships was a big mistake too. They were extremely cool, and created a sense of complete mystery while they silently spun their web. That is a very disappointing decision which was well articulated by several posters.

Finally, in the comparison shots, we once again see the huge difference in lighting between the original and the remastered. You can barely see the stars in the remastered.

Can we get some effects artists from CBS-D to speak on these points (plus the battleship grey Ent) specifically. Are these artistic choices?


From James Blish’s adaptation, presumably worked on from the scripts:

First, the Tholian ship on approach:

‘The stranger was crystalline in appearance, blue-green in coloration, and shaped like a tetrahedron within which a soft light seemed to pulsate.’

And Loskene:

‘Like its vessel, the alien was almost jewel-like in appearance, multifaceted, crystalline, though it was humanoid in build. A light pulsated rapidly in what seemed to be its head.’

I thought the effects were fine… although I can’t say I’m a big fan of the aztec pattern on the E. But I am not in control, and I appreciate the fact that they are doing this in the first place.

I love TOS with all its melodrama, warts and all — but seeing this episode again made me realize how bad — and shockingly lazy — the writing could be on this show. Life and death situations, with jokes about scotch? The gratuitous back and forth between Bones and Spock? It’s like they couldn’t find enough to fill 52 minutes, and so they started throwing everything in… no explanation as to why Spock is able to calculate to the second when the next interphase (or whatever) will occur…

But I’d still watch it again.

The effects could have been better. I think they constrain themselves too closely to the orginal sometimes. I noticed how everyone says certain episodes need to be “re-worked” before a DVD release. Are we fooling ourselves into thinking this will REALLY happen? Is CBS Digital going to take some advice and actually make some “re-do” effects before a DVD release? Does anyone have proof that this may or may not happen?
Did CBS Digital make an offical statement regarding this? Fact is they need to. Before I drop ANOTHER $300 bucks for DVD’s I already have, they better make some changes, or it’s no sale.

Well I guess you fall into two camps when looking at this one…

Those who think the original effects were fine as was the design of the tholian ship


Those who think there should be continuity between TOS and all other subsequent franchises.

I happen to think the latter should be the modus operandi. Enterprise basically re-invented the Tholians and to make the tholian technology in Kirk’s time look more primitive than in Archer’s time is a bit Star Wars-ish. I think they made a good call in redesigning the Tholian ships to more closely match the design made for Enterprise. I thought the episode overall looked dynamite as did the original.

I also think it’s time to re-cast, re-write and re-launch the entire franchise.

#49:” to make the tholian technology in Kirk’s time look more primitive than in Archer’s time is a bit Star Wars-ish”


Going back to the original and changing it to fit in with later versions of the thing is a *lot* “Star Wars-ish.” It’s exactly what Lucas did with the original trilogy after producing the prequels.