Stardate: 47410.2 Enterprise travels to try to save the planet Atrea IV. One of the scientists they meet there surprises Data when she tells him she is in effect his Mother, as she was once married to Dr. Soong. However, Data soon gets an even bigger shock as he learns something about her even she doesn't know.

Hoping to raise his grade, Will lends his divorced and depressed professor his 'chicktionary' of hot dates.

The episode starts with Stephanie and Barnett rescuing a diver in trouble. Baywatch hosts the Special Olympics for the first time. The Olympics is held by Mitch's old friend and elite gymnast Mary Lou Retton, who won 5 gold medals in the 1984 Olympics. She asks Mitch to take care of a troubled kid named Darnel while Stephanie to take care of a girl named Sammy. Darnel's father abandoned him when he was a little kid, and Mary Lou has managed to track him down.

Murphy is obsessed with the need to try to explain death to Avery and bothers everyone for their perspective.

Mary lands a job with a lecherous boss, and Rab, fearing she may dump him, turns to his pal Jamesie Cotter for advice on improving his love life.

In a video store, the Warners come out of an Animaniacs video tape. They sing about the movies on the shelves and are chased by characters from movies.

The year is 1895 and Pinky and the Brain are being kept in the laboratory of H.G. Wells. Brain builds a time machine because he wants to go back in time to keys moment in mouse evolution in order to change them and make mice the dominant form of life on Earth. When he returns to the present he hopes to be proclaimed the leader of the planet. Brain heads back in time and after a number of problems manages to teach mice how to make fire. When he returns to the present, he discovers that mice are the dominant form of life on the planet. Unfortunately, all the mice act like Pinky.