The episode, devoted to the planet Mars, begins with scientific and fictional speculation about the Red Planet during the late nineteenth and early twentieth centuries (H. G. Wells' The War of the Worlds, Edgar Rice Burroughs' science fiction books, and Percival Lowell's false vision of canals on Mars). It then moves to Robert Goddard's early experiments in rocket-building, inspired by reading science fiction, and the work by Mars probes, including the Viking, searching for life on Mars. The episode ends with the possibility of the terraforming and colonization of Mars and a Cosmos Update on the relevance of Mars' environment to Earth's and the possibility of a manned mission to Mars.

Carl Sagan teaches students in a classroom in his childhood home in Brooklyn, New York, which leads into a history of the different mythologies about stars and the gradual revelation of their true nature. In ancient Greece, some philosophers (Aristarchus of Samos, Thales of Miletus, Anaximander, Theodorus of Samos, Empedocles, Democritus) freely pursue scientific knowledge, while others (Plato, Aristotle, and the Pythagoreans) advocate slavery and epistemic secrecy.

The simple act of making an apple pie is extrapolated into the atoms and subatomic particles (electrons, protons, and neutrons) necessary. Many of the ingredients necessary are formed of chemical elements formed in the life and deaths of stars (such as our own Sun), resulting in massive red giants and supernovae or collapsing into white dwarfs, neutron stars, pulsars, and even black holes. These produce all sorts of phenomena, such as radioactivity, cosmic rays, and even the curving of spacetime by gravity. Cosmos Update mentions the supernova SN 1987A and neutrino astronomy.

Beginning with the origins of the universe in the Big Bang, Sagan describes the formation of different types of galaxies and anomalies such as galactic collisions and quasars. The episodes moves further into ideas about the structure of the Universe, such as different dimensions (in the imaginary Flatland and four-dimensional hypercubes), an infinite vs. a finite universe, and the idea of an oscillating Universe (similar to that in Hindu cosmology). The search into other ideas such as dark matter and the multiverse is shown, using tools such as the Very Large Array in New Mexico. Cosmos Update shows new information about the odd, irregular surfaces of galaxies and the Milky Way perhaps being a barred spiral galaxy

The idea of intelligence is explored in the concepts of computers (using bits as their basic units of information), whales (in their songs and their disruptions by human activities), DNA, the human brain (the evolution of the brain stem, frontal lobes, neurons, cerebral hemispheres, and corpus callosum under the Triune Brain Model), and man-made structures for collective intelligence (cities, libraries, books, computers, and satellites). The episode ends with speculation on alien intelligence and the information conveyed on the Voyager Golden Record.

This episode explores the wave theory of light as studied by mankind, noting that light has played an important role in scientific progress, with such early experiments from over 2000 years ago involving the camera obscura by the Chinese philosopher Mozi. Tyson describes the work of the 11th century Arabic scientist Ibn al-Haytham, considered to be one of the first to postulate on the nature of light and optics leading to the concept of the telescope, as well as one of the first researchers to use the scientific method. Tyson proceeds to discuss the nature of light as discovered by mankind. Work by Isaac Newton using diffraction through prisms demonstrated that light was composed of the visible spectrum, while findings of William Herschel in the 19th century showed that light also consisted of infrared rays. Joseph von Fraunhofer would later come to discover that by magnifying the spectrum of visible light, gaps in the spectrum would be observed. These Fraunhofer lines would later be determined to be caused by the absorption of light by electrons in moving between atomic orbitals when it passed through atoms, with each atom having a characteristic signature due to the quantum nature of these orbitals. This since has led to the core of astronomical spectroscopy, allowing astronomers to make observations about the composition of stars, planets, and other stellar features through the spectral lines, as well as observing the motion and expansion of the universe, and the existence of dark matter.