Solo and Illya are assigned to investigate a mysterious ray from the sky that killed the inhabitants of an African village. They find expert safecracker and fugitive from justice Luther Sebastian (Bradford Dillman), now a leader of a cult called the Third Way, and enlist his help in their plan to break into to the safe of Parviz Kharmusi (John Dehner) and steal the thermal prism that powers that deadly ray. Solo runs into Annie Justin (Carol Lynley), who is looking for Sebastian, who framed her boyfriend. Azalea (Lola Albright) helps Solo escape from Annie, and takes him to Kharmusi. But Sebastian reveals he has stolen the prism for himself so he can put it into orbit and extort the world.

• Sam Rolfe
• Norman Felton

• Robert Vaughn
• David McCallum
• Leo G. Carroll