Captain Lochley (Tracy Scoggins), commander of Babylon Five, is unhappy to learn that Garibaldi (Jerry Doyle) is visiting. Trouble seems to follow him. While Garibaldi is chatting with his employee Bryson (Ian McShane), an archeologist in search of evidence of eternal life, Security Chief Zack Allan (Jeff Conaway) is trying to shut down an illegal brothel in Brown 11. It uses photos of real people to produce holographic copies of them. Owner Jacob Mayhew (Joel Brooks) and his lawyer James Riley (Stuart Rankin) threaten to sue Lochley if they are closed.

A Soul Hunter (Martian Sheen) arrives at Babylon Five because Bryson has stolen a vessel containing a billion Ralga souls. The angry souls pass through the reactor into the station. They try to kill the Soul Hunter, but Lochley saves him and for a moment, she is dead. They take her into their vessel, and she discovers that they were not dead when taken by the Soul Hunters but evolving. The Soul Hunter is shocked. Suddenly, the station is surrounded by Soul Hunter ships there to demand the vessel.

Garibaldi and Zack search Brown 11 and find a man who seems to have been frightened to death. A strange energy stream is coming out of the holobrothel, perhaps related to the one in Ghostbusters. The most popular of the holograms seems to be of Lochley in a bustier, and she is seriously offended. But worse, it seems the souls are using the holograms to get new bodies.

They follow the souls to a hall, where Lochley’s holo seems to be a leader and speaks of revenge. Lochley blows up the brothel, source of the energy, with a grenade. Grey 4 is where the reactor is being hacked, and they find Bryson there, surrounded by faces. As Bryson is being attacked by the souls, the Soul Hunter decides to sacrifice himself as a bridge to the afterlife. He brings the souls back to their home world and dies in the process.

Ian McShane found the technobabble difficult to read and got in trouble for making up his own. He also found, as did I, Martin Sheen with a third eye in his forehead rather amusing. The Soul Hunter makeup was changed from that used earlier in the series so Sheen would be more recognizable, and I think that was a mistake. I kept waiting for him to say something avuncular and Presidential. Ian McShane was quite good. Sheen was supposed to play that role but changed his mind. Somehow, I think it would have been better if they had been switched. Much about the TV movie was derided by fans, and there were indeed some unintentional hilarities, particularly in the brothel.

I won’t say that Tracy Scoggins didn’t look good all sexed up, but the outfit is a bit embarrassing and frankly, this woman is seriously fine all by herself, with eyes to get lost in. She had played Cassandra on the series Highlander before moving to Babylon Five as Captain Lochley. At the same time, it seems Claudia Christian left Babylon Five to play Katherine on Highlander, speaking of fine women. Her Playboy shoot was quite nice, and she was voted Sexiest Woman in Sci-Fi in 1998. She tried out for Seven of Nine, incidentally, but didn’t get the role. In an interview, she once said, “Science fiction has typecast me. I’m a Russian bisexual telepathic Jew.”