The creature is captured by a rich scientist who transforms him into an air-breather. You know, I really can't help but admire this movie in some ways; it really tries to take a different direction than the other movies of the series, there's more meat in the philosophical discussions than you might expect, and the conversion of the creature from a water animal to a land one puts the creature in a position that what he really wants (to return to the water) will kill him, which is an interesting idea to play with. Unfortunately, it's hampered by a few drawbacks. The direction is pretty uninspired throughout; though John Sherwood had a long career as a second unit director, this was one of only three movies he actually helmed. Also, as much as I like Jeff Morrow, he's playing a fairly difficult character here, and I feel (IMHO) that it remained somewhat out of his range as an actor. But the most disappointing part of the movie is watching the sleek, lithe, classically designed Creature transformed into the slow-moving, lumbering and bulky land-walker; it's a little like seeing Fred Astaire transformed into Tor Johnson, and though I like Tor, I wouldn't pay to see him dance with Ginger Rogers. There are certain pleasures here, and it is an interesting movie to think about after it's all finished, but it's one movie that really could have been a lot better.