"Change of Heart" is the fourth episode of The Zeta Project. It first aired on February 17, 2001.


Ro and Zeta are on their way to the Grandview Science Museum, where Dr. Selig is scheduled to give a lecture. Agent Bennet catches up with them, having traced their car and positively identified it. They narrowly escape, thanks to a miscalculation on Agent West's part. After getting some distance between themselves and the NSA, they choose to ditch the car, realizing that it was used to track them. Both parties, though separated, move for Grandview City.

The next day, Ro and Zee visit the museum, touring the exhibits while Selig gives his lecture and planning how they'll go about meeting him. A few exhibits later—including a display of more primitive synthoid models—they decide that they'll have to be careful about approaching Zeta's creator and not draw any attention to themselves, just as Zee is caught by an electromagnet and suspended high in the air, drawing everyone's attention. Worst of all, the head of security pulls up a file on Zeta, finding a federal warrant for his arrest. He orders the guard over the radio to leave him where he is until the NSA arrives, and as far as anyone can tell, he isn't going anywhere.

Ro manages to free Zee from the magnet, but not without bringing herself under suspicion as well. Both flee from the security guards, eventually managing to lose them on a ride, Zeta having changed into a younger boy. While Bennet's team prepares a set of disruptors for their next encounter with Zeta, security changes tactics: They plan to search for Ro rather than the robot. The ride finishes just as Selig's lecture is scheduled to end. Ro and the young Zee to leave the tour group just as they come to the exhibit on a small-scale fusion reactor. Somehow, the door has been left open, and a little girl they met earlier wanders inside. Zee realizes that the NSA agents are in the building, leaving him conflicted between their presence and finding Selig. Only then do they notice the girl, who is in danger if she isn't freed before the next automated demonstration in three minutes.

Museum guards rush to the display, but find that the door has locked itself and the override is jammed. Zee, listening, realizes that he is her only chance. He evades the guards, runs to the exhibit, and transforming to his default mode in full view of everyone, tears away at the exhibit's wall and rescues the girl. Unfortunately, this act creates the risk of a radiation leak occurring when the demonstration activates, now in about twenty seconds. The museum is evacuated while Zeta works on resealing the breach, and among the crowd, he glimpses Dr. Selig standing there and checking his watch before disappearing behind another fleeing tourist.

As the crowd leaves, Bennet and his team push through, reaching the miniature reactor—now only attended by Ro, Zeta and a guard—just as it activates, lighting up a miniature city as it was designed to, not hurting anybody. Zeta has succeeded. A moment later, they are cornered by Agents Bennet, West, and Lee, disruptors armed and ready. Despite her protests, the guard drags Ro away while West and Lee advance... then are lifted off their feet and drawn to the electromagnet by their metal disruptors, the magnet having been activated by the guard.

Only Bennet remains, chasing Zeta through the halls on foot. Zeta gains a lead on him, grappling up through the floors and rejoining Ro. Together, they run through another door, into the synthoid exhibit, as Bennet catches up, kicking down the door, sidearm in hand... and sees dozens of synthoid models staring back at him. Giving up, he leaves while Zeta drops his guise. He and Ro leave the building, taking a taxi out of town. Having glimpsed his creator, Zeta's drive to find Selig is renewed. Ro says she envies him, then to his puzzlement, quickly changes the topic as they ride away.

Ground Wire Gag

Ro: Here Zee, I got one for ya. It's an oil can, get it? Tin man, Oil can?
Zeta:: Actually, this item is misdated, it's much older, from the early 20th century. I could recategorize it...
Ro: Never mind.


  • Ro's relationship with her family is brought up several more times in this episode, her evasive but generally hostile attitude contrasting with Zeta's fondness for his "roots" (the early synthoid models) and his search for Dr. Selig.
  • Ro and Zeta ditch the car they acquired in "The Accomplice".
  • Bennet refers to the events of this episode again in "Absolute Zero".

Background information

Home video releases


  • It is unclear why Agent Bennet gives up the search for Zeta so easily after he hides in the synthoid gallery.


Actor Role
Diedrich Bader Zeta / Zee
Julie Nathanson Rosalie "Ro" Rowan
Kurtwood Smith Agent Bennet
Michael Rosenbaum Agent West
Eli Marienthal Kid Zee
Lauren Tom Agent Lee
Roger L. Jackson Richards
Ambrosia Kelley Cora Kay Walker
Charlie Rocket Edwards
Bianca Taylor Whitney Walker
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