Queen Paolana rules Hysperia and schemes to bring her son, chief engineer Andy Billups, home to take the throne.
Paolana is the queen of Hysperia, a Renaissance-style society on a planet colonized by fantasy enthusiasts. She is the mother of the Cerritos chief engineer Andy Billups, who gave up his birthright as crown prince for a Starfleet career, a choice she refuses to accept.
In Where Pleasant Fountains Lie, Paolana calls on the Cerritos for help with her ship's engines and repeatedly tries to trick Billups into losing his virginity, which by Hysperian tradition would make him king. She stages her own apparent death in an explosion, but Rutherford stops Billups before the ruse can succeed.