text: the transformation " the transformation " is the thirteenth episode of the first season of the american science fiction drama television series fringe . its storyline centers on the circumstances surrounding a deceased scientist ( neal huff ) , who was doped with a " designer virus " and transformed into a dangerous monster , causing his plane to crash . fringe agent olivia dunham ( anna torv ) and fbi consultants peter ( joshua jackson ) and walter bishop ( john noble ) connect the event to an impending arms deal . olivia must explore her mind for remaining memories of her former partner and lover , john scott ( mark valley ) , in order to prevent the sale of the virus . the episode was co - written by zack whedon and supervising producer j. r. orci , while producer brad anderson served as the director . the creation of the monster took the crew approximately eleven days – they took molds of guest actor huff 's head and back and created eight sets of dentures in order to create the special effect of transformation . to create the plane crash set , the crew spent over a week strategically placing around 15 , 000 pounds worth of plane parts . it was first screened at paleyfest in november 2008 . on february 3 , 2009 , the episode was broadcast in the united states on fox to an estimated 12 . 78 million viewers . the episode earned a 5 / 6 . 5 ratings share among adults aged 18 to 49 , finishing in eighth place for the week . it received generally positive reviews . commentators have noted allusions to the pilot and a fourth season episode , in addition to the television series lost and h.g. wells ' novel the island of doctor moreau . plot on an airplane in flight , scientist marshall bowman ( neal huff ) gets a nosebleed , and he tries to warn the crew to give him sedatives or use force against him . he transforms into a beast in the bathroom , and bursts out , causing the plane to crash in scarsdale , new york . the fringe team arrives on the scene and discover the beast 's body . dr. walter bishop ( john noble ) concludes that it started out as a human . agent olivia dunham ( anna torv ) recognizes bowman 's picture from john scott 's ( mark valley ) memories , realizing that bowman was flying to meet another man in the memories named daniel hicks ( felix solis ) . back at the lab at harvard , walter finds a small crystalline disc implanted in the beast 's hand similar to one seen inside the woman killed in " the ghost network " , and thinks marshall was dosed with a " designer virus " . hicks is brought in for questioning . after beginning to transform into a beast , he admits that " conrad " dosed them before peter bishop ( joshua jackson ) pauses the process by administering a sedative and placing him in an induced coma . walter develops an antidote , while olivia finds another small disc in hicks ' hand . her demand to see scott 's body leads her and phillip broyles ( lance reddick ) to massive dynamic , where nina sharp ( blair brown ) tells her that the information gleaned from scott 's body implicates him in a bioterrorist cell with the other two . french intelligence states that weapons manufacturer conrad is involved in a sale , leading to olivia returning to the sensory deprivation tank in order to find out more from scott 's memories . in a motel room they used to share , scott talks to olivia , scaring her into shooting him . olivia next appears in an alleyway , where she follows scott into a memory of him almost killing conrad . he reveals that he , hicks , and marshall are all undercover government agents for the nsa , and tells olivia to ask hicks where the meeting is going to happen . they awake hicks , who tells them more about the weapons sale . being given details from a secret radio by hicks , olivia pretends to be the weapons buyer , and is accompanied by peter . they successfully make contact , but the sellers become suspicious after hicks ' transformation restarts , depriving olivia of the necessary information . conrad makes his appearance and realizes olivia and peter are lying ; just before he orders them killed , the fbi moves in and arrests the sellers . the episode ends with walter telling olivia her brain waves are going back to normal , and that scott 's memories are fading from her mind . olivia requests to enter the tank regardless , and she makes a last encounter with scott , where he tells her he loved her and was going to marry her . she bids farewell to his consciousness , which has finally left her own . production " the transformation " was co - written by zack whedon and supervising producer j.r. orci . whedon had last co - written the season 's ninth episode , " the dreamscape " , while orci helped write " the equation " , the season 's eighth episode . producer brad anderson served as director , his latest fringe work since directing " in which we meet mr. jones " six episodes earlier . the episode resolved the john scott storyline and featured the last appearance of actor mark valley . media outlets speculated that because valley and torv married over the holiday break , his departure " would eliminate any chances of the marriage conflicting with the show . " co - creator roberto orci called scott 's final scene a " truly satisfactory conclusion to his story . " the creation of the monster took the series special effects crew approximately eleven days to implement . they created molds of guest actor neal huff 's head and back , giving him " creature eye " contact lenses and covering the back foam mold with " " . eight different dentures were made of huff 's mouth to depict the character gradually losing his teeth , " anything from simple teeth that match his own ... , to wiggling teeth that he can start to loosen up , to ones where he 's already started to lose a tooth , " explained special effects makeup crewman stephen kelley . each denture appliance took about a day to create . the final version of the creature , kelley noted , was " very exaggerated ... he 's got the big giant quills coming off it like a porcupine . and it 's also got six nipples on it , which is part of us trying to investigate what this creature actually it is . " andrew orloff , the creative director and visual effects supervisor of zoic studios , considered the creature one of the most challenging effects his company helped make for the season . he explained that this and other designed monsters are " really super fantastical , they ’ re really out there , the anatomy and the biology of them is so wild and crazy , that it really takes a lot to make it look real in the scene and make it a part of the actors are reacting to these things – to get the audience to believe in it is kind of the biggest challenge we ’ ve faced on the show so far . " during filming , the cast and crew referred to the monster as a " were - " or " " . lance reddick commented on set , " when i first got here tonight , i was expecting zombies to come up out of the ground . and the actual creature looks so bizarre , i mean it really looks like something i wouldn 't want to be caught in the woods with . " the crew spent over a week collecting and placing the plane wreckage together . according to set dresser russ griffin , the set included approximately 15 , 000 pounds worth of plane parts . though the episode first aired in february 2009 , " the transformation " had an early screening at the november 2008 paleyfest , where fringe 's producers answered questions from the audience . when asked in an interview if the " giant germ " from " bound " was the grossest thing of the season , executive producer jeff pinkner replied that " the huge porcupine man on the airplane [ from " the transformation " ] was more shocking . it was so unexpected . " at the time " the transformation " aired , joshua jackson considered it the series ' best episode . john noble called it " grotesque " and " possibly one of the more gruesome ones we 've done . " analysis and legacy in her 2011 book into the looking glass : exploring the worlds of fringe , author sarah clarke stuart observed that two unrelated fringe characters , conrad moreau of " the transformation " and moreau ( brad dourif ) of " the day we died " , are allusions to h.g. wells ' 1896 novel the island of doctor moreau . both are " scientifically inspired men with questionable integrity , " while wells ' doctor moreau is an " unethical researcher " who fell " under the overmastering spell of research , " in a vein similar to walter . like the pilot episode , " the transformation " begins on the passenger section of an airplane in flight . actor mark valley was asked how the episode differed from the pilot , leading him to joke that " it 's a completely different airline this time . " his character , john scott , was first seen in an episode about a plane disaster ; accordingly , ign expressed , it made sense thematically to have his last appearance be in an episode about a similar type of disaster . the los angeles times viewed the flight number of 718 and its subsequent crash as a nod to co - creator j.j. abrams ' other series , lost . the episode also had an influence on the series ' fourth season , which featured parallel stories to those that occurred in earlier episodes . the season 's sixteenth episode , " nothing as it seems " , centers around the " designer virus " that had caused marshall bowman to transform , but this time he does so in the airport after his plane has safely landed . peter recognizes the case from his own timeline , as seen in the events of " the transformation " , and helps the fringe team locate daniel hicks . reception ratings " the transformation " first aired on february 3 , 2009 in the united states , and was watched by an estimated 12 . 78 million viewers . the episode earned a 5 / 6 . 5 ratings share among viewers aged 18 – 49 , meaning that it was seen by 5 . 0 percent of all 18- to 49 - year - olds , and 6 . 5 percent of all 18- to 49 - year - olds watching television at the time of broadcast . this rating meant it ranked eighth for the week among all the major networks . sarah stegall of sfscope attributed this ratings success to its lead - in show , the highly - rated american idol , and observed that " with episodes like this one , mixing action , horror , and a few tender moments , it looks like fringe is hitting its stride with viewers . " reviews " the transformation " received generally positive reviews . andrew hanson from the los angeles times gave the episode a positive review , opining that it " hit the perfect tone for fringe [ and had ] the right mixture of science fiction , dark comedy , crime story and melodrama " . hanson was however disappointed with the closure of the olivia – john scott storyline , as he hoped that " she doesn 't carry this torch too long " because he preferred the " flirty " olivia . ramsey isler of ign gave the episode 9 . 0 / 10 , an indication of an " amazing " installment . he was pleased with the absence of sanford harris and enjoyed the " brilliantly written and directed " undercover sting operation , particularly because peter was properly utilized as olivia 's " wingman . " isler also criticized the monster 's special effects and believed there were still unanswered questions concerning scott 's storyline . writing for the a.v. club , noel murray thought it was the best " freak - meet " of the series thus far , as well as one of its best episodes , which he would " eagerly show to fringe - doubters as evidence that the series has found its legs . " he consequently graded the episode an a − , further attributing the success of the episode to " top - tier " writers orci and whedon and " skilled " director brad anderson . murray wrote , " i wouldn 't say that ' the transformation ' broke any new ground . if anything , it recapitulated pretty much every previous fringe element — bio - weapons sales , telepathic communication , massive dynamics , [ sic ] airplane crashes , etc . — but did so in a way that was energetic , tense , and even a little emotional . " sfscope columnist sarah stegall had difficulty " suspend [ ing her ] disbelief " with the science behind bowman 's rapid transformation . though she thought it was " sweet " that scott 's proposal " echo [ ed ] the real - life recent marriage between anna torv and mark valley , " stegall was pleased that the series could now move onto another storyline .