Mike Miller manages to grab onto the strap tethering him to the ship and pulls himself back to the ship. He smiles at the new baby worm he's discovered.
Phil 2 lies in pain as Gail runs through her medical book to try to figure out what is wrong with him, as everyone is panicking.
Melissa and Todd run over to Melissa's room to grab Vicodin for Phil 2. They quickly discuss the proposal, where Todd disappoints Melissa by telling her his answer is no.
The group determines that Phil 2 has appendicitis and they try to convince Gail that she needs to operate to remove the appendix. Gail becomes upset and leaves the room. Erica convinces Gail to remove Phil 2's appendix by reminding her that Phil 2 is the father of her baby. Gail reluctantly agrees.
Mike, with a renewed sense of hope, plays with the new worm and names the worm Phil.
Erica watches over Phil 2. Phil brings Phil 2 a 50th birthday card and tries his best to make jokes and reassure Erica and Phil 2 that Phil 2 will not die. Eventually, Erica kicks him out.
Melissa and Carol go to the hospital to retrieve medical supplies for Gail to perform the surgery on Phil 2. Melissa breaks down in tears about Todd declining her marriage proposal. Carol comforts her briefly but then reminds her that they need to help Phil 2 and then can return to her problem later.
Todd helps Gail practice surgery on hand pies. She repeatedly messes up. She asks Todd if he thinks he should be helping Melissa. When he says that he thinks they should focus on the situation at hand, she tells him that she does want him there with her. Phil interrupts and Gail asks Phil and Todd to go get her a body to practice on from the morgue.
Todd and Phil go to retrieve a body from the morgue. All of the bodies have decomposed and are now merely bones. Phil has an idea: they should go retrieve a fresher body for Gail to practice on, namely Gordon's body. As Phil is digging up Gordon's body, he requests Todd's help. Todd at first refuses, saying that it is different than getting a body from the morgue because he knew and was friends with Gordon. He then breaks down and confesses that he is sleeping with Gail. Phil calms Todd down and tells him that Phil 2 needs their help and to suck it up.
Phil and Todd go to break the news to Gail that the only body they could get was Gordon's. Before they can confess, Gail tells them that Melissa and Carol found her a fake body for medical students to practice on. They quickly backtrack and re-bury Gordon without Gail seeing.
Mike talks to worm-Phil, trying to reason with himself about attempting the descent to Earth. He believes it is not possible but decides he has to try.
Erica sits with Phil 2. He apologizes for how things went down between them. Erica stops him, telling him they can talk about it when he is better. Phil interrupts, trying to make Phil 2 feel better with laughter. Phil 2 asks Phil to get him water, but Phil initially misunderstands and thinks Phil 2 is asking Phil to be the father of his unborn child if Phil 2 doesn't make it.
Gail continues to practice on the fake body. Erica goes to tell Gail that she needs to do the surgery right now. Phil 2 staggers out of his room, calling for Gail.
Gail performs the surgery on Phil 2 with Todd assisting her. Todd tries to reassure Gail that it is just like she practiced. The rest of the group watches from beyond the plastic as Gail performs the surgery. She finds the appendix but when she tries to remove it Phil 2 starts losing a lot of blood. As Gail and Todd panic and Gail says she doesn't know what to do, Phil 2's blood pressure starts dropping and then he flatlines, to the group's horror.
Meanwhile, Mike Miller and worm-Phil plummet to earth, with the descent pod not holding up very well.