Five miles out of Crestridge, a UFO lands. When the landing is picked up by military radar, a call is placed to a General Tucker. Nearby, a man hands a woman a likeness of Walt/D'Hai on a disk and instructs her to find him and the boy.

Matthew Star can't sleep. He admits to his guardian, Walt Shepherd (""Shep""), that he's tired of running. Walt agrees, but the alternative is death. Matt feels cheated that he never knew his father and can't have a normal life. Walt encourages him. They are in a new town, which is safe, for now.

It's the first day of school. Mr. Shepherd finds himself in Principal Kenneth Heller's office. Before long, he realizes he is not only the Science teacher, but Home Economics, Track Coach and Football Team Trainer. Matt meets Pam in Drama Class and they are instantly attracted to each other. He also meets Bob, and Brian, who reacts to him threateningly. Meanwhile, Walt finds his class unenthusiastic about the wonderful world of Science.

At lunch, Matt me