The Enterprise destroys an asteroid about to crash into an inhabited planet, and then moves on to continue its mission-but as it leaves, dustlike debris from the asteroid seems to settle on the ship. Deanna counsels Worf and Alexander, suggesting they settle their dispute over rules by drawing up a contract that both sides would then adhere to. She reassures Alexander that one day he'll come to respect his father-and just then receives word that her mother is on board.

Lwaxana, it turns out, is getting married while on board, although to a man of some stature that she's not yet met. She quickly takes a shine to Alexander and rails against the contract they've been discussing, calling it a sign of distrust. As the asteroid dust continues to move throughout the ship unnoticed, Alexander confides to Lwaxana that he hates Worf. She consoles him, and takes him to a fantasy world on the holodeck where his every pleasure can be attended to. Both enjoy themselves a great deal-at least, until a very annoyed Worf and Deanna search them out.

Deanna argues with Lwaxana about the mixed messages she's sending Alexander and the trouble she's causing, then turns to the upcoming wedding. Lwaxana dismisses her concerns as nonsense, and then finds the replicator isn't working properly. Hundreds of them have suddenly malfunctioned, and when Geordi and Data check out a related problem in an access corridor, they find some form of gelatinous matter they can't identify. Alexander and Lwaxana discuss marriage, and Lwaxana confesses that she is compromising in order not to be alone and afraid.

As the investigation continues, the ship's stabilizers temporarily go offline as well, and the same residue is found when they're checked out. Minister Campio, the groom-to-be, is beamed aboard and found to be rather officious and stuffy. After further study of the commonalities between the two systems, Geordi and Data hypothesize that there's a parasite of sorts consuming the nitrium in the Enterprise-and nitrium is also found in the dilithium chamber and other essential areas.

After Lwaxana offends virtually everyone she's seen so far (particularly Campio and his Protocol Minister) by whisking Alexander away to another holodeck visit, Alexander inadvertently prompts Lwaxana into wondering if she isn't rushing into this too fast. Picard attempts to return the Enterprise to the Pelloris Field (where the asteroid originated) in an attempt to lead the parasites to another food source, but the parasites spread so fast that nearly all essential systems go down. All members of the crew but Data fall unconscious due to low levels of life support, but Data manages to drive the parasites away in the nick of time, and all is restored. Lwaxana shocks Campio at the wedding ceremony by appearing naked, and he flees in shock and terror. She, Deanna, Alexander and Worf realize that they've taught each other lessons as they relax once more on the holodeck.