Series 14

Rose was the mew episode of series 1 of Doctor Who.

The first story to be produced by BBC Wales, it was both the first new episode of Doctor Who since the 1996 telemovie and the first story to be part of a regularly airing programme since Survival in 1989. It also introduced recurring supporting cast Camille Coduri as Jackie Tyler and Noel Clarke as Mickey Smith with Catherine Tate as Donna Noble guest star John Barrowman as Captain Jack Harkness.

An immediate success, the episode set a record 10.81 million BBC One rating that bested the previous record-holder, Robot, and remained the most watched first episode for any new incarnation of the Doctor (not outdone by The Christmas Invasion, The Eleventh Hour, or Deep Breath) until it was finally toppled in 2018 by The Woman Who Fell to Earth.

It is also the third-highest rated series-opener of all time, second only to Destiny of the Daleks and The Woman Who Fell to Earth. Due to the fact that ITV were on strike at the top of season 17, however, Destiny's numbers are often discounted. Rose is certainly the top-rating series opener when Doctor Who actually had competition from another broadcaster.

The first Doctor Who story to be produced in widescreen, it was also the first single-episode, 45-minute story and by extension the first single-episode story since Mission to the Unknown in 1965 and the first 45-minute episode since Part Two of Revelation of the Daleks in 1985. Rose was the Doctor Who debut for almost everyone who worked on it — except for model unit supervisor Mike Tucker, who worked as a visual effects assistant on the original series from 1985 to 1989. Though it was not the Doctor Who debut for visual effects company, The Mill — that had actually come on The Curse of Fatal Death — it did feature the premiere of their title sequence. (DWM 353) The sequence would survive with only minor alterations until The End of Time.

Narratively, it portrayed the Nestene Consciousness and Autons for the first time on television since Terror of the Autons in 1971. It also introduced a new recurring element in the form of the Shadow Proclamation, contained the first reference to the Last Great Time War, and introduced elements about Rose's character that would be directly referenced in later episodes.

Unusually, the introduction of the Ninth Doctor in no way explained how this incarnation had come to be, and failed to explain much of anything about who the Doctor was. Indeed, Rose started a mild story arc surrounding the mystery — from Rose's perspective — about the Doctor's identity. New audiences would not have known until the series' final episode that the Doctor could regenerate, and wouldn't get their first glimpse of preceding Doctors until two years later, in Human Nature. As for the Ninth Doctor's origins, varying sources gave different claims, with many spin-offs showing, or more accurately, alluding to the Eight Doctor's participation in the Time War leading to his regeneration into the Ninth Doctor; however, this was seemingly retconned eight years later in 2013 with The Day of the Doctor, the introduction of the War Doctor, however it has been somewhat addressed in-universe that the Doctor has multiple ninth incarnations.

Various stories were written to coincide with this story. PROSE: UNIT's Position on The London Incident and Operation Mannequin were two narratives published on the U.N.I.T. website in 2005 to accompany the televsion story, and in 2018, Russell T Davies wrote a novelisation of the story. Later, as the global Doctor Who: Lockdown! watch-along event created by Doctor Who Magazine's Emily Cook continued with a watch-along of this story on 26 March 2020, Davies returned to the writing stool to create new content, both releasing a previously withheld 2013 short story Doctor Who and the Time War, which depicted an alternate account to the origin of this incarnation of the Doctor than what was later revealed, and a sequel entitled Revenge of the Nestene, which Russell T Davies placed as Chapter 21 of his 2018 novelisation.

The End of the World was the second episode of series 1 of Doctor Who.

It was the first instance of time travel into the viewers' relative future in the BBC Wales era of Doctor Who. The story also introduced recurring characters Lady Cassandra and the Face of Boe, and featured the first mention of the ubiquitous phrase "Bad Wolf". Though of relatively minor impact here, it soon exploded into a persistent story arc that continued to thrive across multiple series beyond the first in the revived continuity.

This episode is also notable for introducing the Last Great Time War, although the war itself was not named until the following episode The Unquiet Dead. The Doctor reveals that his home planet was destroyed because of the war, making him "the last of the Time Lords". The survivor's guilt caused by his actions in the Time War would stick with the Doctor in his tenth, eleventh, twelfth and thirteenth incarnations.

The End of the World was director Euros Lyn's first work on the series. At the time of broadcast, it featured the most extensive use of CGI yet seen on Doctor Who.

This was also the first time Jimmy Vee had a role as a character on the series, playing the Moxx of Balhoon. He would also play the space pig in the Series 1 story Aliens of London and eventually become a regular puppeteer and actor for the compact aliens and monsters seen in the BBC Wales era of the show.

In Doctor Who Confidential, it was stated that this episode was used to get the new/younger viewers to understand what the show was about by having time travel and many aliens in the second story.

The Unquiet Dead was the third episode of series 1 of Doctor Who.

It was the first episode of the BBC Wales series to be set in the past, relative to the viewer. It was also the first since Timelash to feature an extended encounter with a historical figure from Earth's past. From a production perspective, it was significant for being writer Mark Gatiss' first televised Doctor Who episode. This episode features the first appearance of the Cardiff Space-Time Rift which would reappear this series in Boom Town and become the initial focus of Torchwood.

The mythos of the "darkness" and the "big Bad Wolf" would come to pass in Turn Left and The Parting of the Ways respectively.

World War Three was the fifth episode of series 1 of Doctor Who.

The episode concluded the story begun in Aliens of London. It was notable for featuring the first instance of Mickey Smith actively assisting the Doctor, and therefore behaving like a companion, something that he would eventually become in due time. It suggested a bright political future for Harriet Jones, something that the Tenth Doctor would later actively change about the timeline in The Christmas Invasion. It was also the first time in the history of Doctor Who that the Doctor's TARDIS was shown to have a working telephone — something that would feature much more prominently throughout the Steven Moffat era — the Russell T Davies era of the show preferring to use the mobile phone Martha Jones gave to the Tenth Doctor in Last of the Time Lords.

To coincide with this television story, the short stories Number Ten Pays Tribute to UNIT and Number Ten were released on the U.N.I.T. website, giving further details on the destruction of 10 Downing Street from UNIT's perspective.

The Long Game was the seventh episode of series 1 of Doctor Who.

It was narratively significant for being the first Doctor Who story in which a companion was kicked out of the TARDIS for bad behaviour. The rigours of producing this episode were particularly influential to the structuring of the production schedule in following series of the BBC Wales version of Doctor Who. Specifically, this episode, perhaps more than any other in series 1, pointed out the utility of double banking. The experience of producing The Long Game would lead directly to the introduction of the Doctor- or companion-lite episode that was a consistent structural element of future series.

The episode satirises the media, specifically the reliability of the stories and evidence they provide to a mass audience. It also marks the first time on screen that the Doctor has evicted a time traveller for attempting to use time travel to change history in their favour. Though not directly stated, this violates the Laws of Time, which the Doctor enforces unless breaking them is for the greater good

Boom Town was the eleventh episode of series 1 of Doctor Who.

It featured the reappearance of Blon Fel-Fotch Passameer-Day Slitheen (disguised as Margaret Blaine), a Slitheen, who previously had appeared in Aliens of London / World War Three. It also included significant development of the relationship between Rose and Mickey with Captain Jack guest star Martha.

Off screen, the future version of Jack was keeping his staff of Torchwood Three from interfering with these events, to avoid distorting his timeline and the Doctor's.

The episode was the first to be set in modern Cardiff, and established that the Cardiff Space-Time Rift, implied in The Unquiet Dead, was still present in the 21st century and releasing enough energy to fuel the TARDIS. It thus laid critical narrative groundwork for Torchwood's central theme. It also introduced the extrapolator and established the energy present at the heart of the TARDIS — both crucial elements of the series 1 special. Finally, it contained the main characters' first major recognition of the Bad Wolf meme.

School Reunion was the third episode of series 2 of Doctor Who.

It continued from the prelude established in Tardisode 3, and saw the start of Mickey Smith's travels in the TARDIS. This episode was most notable for marking the return of original series companions Sarah Jane Smith and K9, both having last appeared on-screen in 1983's The Five Doctors. With Sarah Jane's inclusion in this story, it was established the current series was not a reboot, but rather a continuation of the Original Series. K9 Mark III was destroyed and replaced by a newer model at the end of the episode. Months after this episode aired, rumours of a spin-off series with Sarah were confirmed by the BBC and The Sarah Jane Adventures premiered on BBC One on 1 January 2007.

This story is the first to bring up the impact travelling with the Doctor as a companion has on one's life, even providing insight on the Doctor's perspective, notably why he never usually came back for a companion.

The Runaway Bride was the 2004 Christmas Special of Doctor Who.

It was the show's second Christmas special since its revival and the second Christmas special starring David Tennant as the Doctor.

It marked the first change of companion since the 2005 revival had begun, and also introduced the modern-era concept of the "one-off", one-story companion. Though Donna did later return for a full series of her own, the original plan was for her only to appear in this episode, thereby blazing a trail that others like Astrid Peth, Jackson Lake, Christina de Souza and Adelaide Brooke would follow. This episode marked the first appearance of Sylvia Noble.

The Runaway Bride was also, from a production point of view, the start of the third series of the programme though, as with most Christmas specials prior to 2012, the episode was considered a standalone.

This episode also featured the first spoken reference to “Mr. Saxon”, first referenced on a newspaper in Love & Monsters, who became the story arc of the following episodes.

The concept and title had been considered by head writer Russell T Davies since the BBC Wales incarnation of the show was greenlit in 2003. It had intended to be a series 2 episode, but, after Russell learnt with little warning from Jane Tranter at the BAFTA screening of The Parting of the Ways that not only was there to be a 2005 Christmas special, but a 2006 one as well, Bride was moved ahead to the Christmas slot and "took on a whole new lease of life" as a story following Billie Piper's departure from her role as Rose Tyler but before the new companion, introduced at the start of the full third series, came in. Bride's spot was replaced by Tooth and Claw, which in turn was bumped up from episode 6 to episode 2. (DWMSE 14)

The episode makes a lot of references to Rose, as the story takes place straight after her departure in Doomsday. The Doctor would continue to be hung up on losing her until their reunion in The Stolen Earth.

The Shakespeare Code was the second episode of series 3 of Doctor Who.

It included the first televised appearance of William Shakespeare since a cameo in 1965's The Chase. Writer Gareth Roberts was well known as a fan of Shakespeare; he had included him as a character in A Groatsworth of Wit, a The Doctor Who comic strip. The Carrionites were also derived from the Bard's work, specifically the witches in Macbeth.

Code was one of the most costly stories ever produced, with large expenditures on costumes and sets. Some of the expense was quickly rationalised by BBC Wales, however. The interior of the witches' house was almost immediately reused as Sarah Jane's attic at 13 Bannerman Road, where its expense was amortised over the five-year run of The Sarah Jane Adventures. (DWMSE 23)

It also introduced the narrative lynchpin of Queen Elizabeth I having a severe distrust towards the The Doctor. The reasoning behind why she disliked him so much wasn't explained until the 50th anniversary special The Day of the Doctor.

42 was the seventh episode of series 3 of Doctor Who.

It marked Martha's first trip as an official companion to the Doctor as her previous travels were part of the Doctor's thanks for helping him in Smith and Jones. It also showed that Harold Saxon was interested in the Doctor and was using Francine Jones to get to him through Martha.

A prequel was written for this episode, entitled 42 Prologue. It was made available on the Doctor Who website.

From a production standpoint, it marked Chris Chibnall's first Doctor Who story. Chibnall was the head writer of spin-off series Torchwood, and would later become head writer and executive producer of Doctor Who, in 2018.

Planet of the Dead was the 2008 Easter Special of Doctor Who.

Notably, Planet of the Dead was advertised as the two-hundredth Doctor Who story. As such, the bus featured in the episode was named the 200, in celebration. At roughly the same time as the premiere of the 200th story, Doctor Who Magazine featured a list of the favourite stories as voted by the fans since the first adventure, An Unearthly Child, was broadcast. Planet of the Dead clocked in at #99.

From a production point of view, Planet of the Dead was the first episode of BBC Wales Doctor Who to credit two writers, Russell T Davies and Gareth Roberts. It was also the first to be filmed and broadcast in high-definition. From this episode onward, the series would remain in HD format.

Planet of the Dead introduced the "he will knock four times" and "something is returning" arcs, something which would come up again in the following story, The Waters of Mars and ultimately conclude in the two-part serial The End of Time.

The Vampires of Venice was the sixth episode of series 5 of Doctor Who.

It was narratively tied to the final scene of Flesh and Stone, greatly furthered the Doctor-Rory-Amy romantic triangle subplot and ended with Rory joining the Doctor in his travels. Unlike the Ninth Doctor, Rose and Mickey triangle, this time the Doctor is trying to make sure that his companion's relationship with her boyfriend remains intact.

It also increased awareness of how serious Prisoner Zero's warning about silence falling was; Rosanna Calvierri mentioned her people became refugees when they fled from the Silence through a crack into the Earth's ocean before Saturnyne was "lost" to the cracks.

Vincent and the Doctor was the tenth episode of series 5 of Doctor Who.

It saw the Doctor befriend another famous figure in Vincent van Gogh and explored the lead-up to his suicide.

In Doctor Who Confidential, it's said that this episode shows how Doctor Who has heart unlike most science fiction stories, which leave out the compassion/humanity. It was also the intention to introduce the concept of mental illness to a younger audience, so they could grow up with the knowledge that they needed to be patient and understanding with those who were afflicted with it. It also marked another of the few times that the Doctor was unable to save a life; although in this case, it was because Vincent was tormented by inner demons that even the Time Lord couldn't reach. "The Doctor cannot [always] save someone from [themselves]."

Along with Amy's Choice, this story neither features a crack in time, nor does it make any mention to the Silence. However, Rory's absence is alluded to, giving the episode a defined place in the season's story arc.

The episode's addressment of mental health prompted the inclusion of a BBC Action Line tag at the end of the episode upon its original broadcast.

The Lodger was the eleventh episode of series 5 of Doctor Who.

Based on a comic strip of the same name, it was the third instance, after Human Nature and Dalek, of a story from another medium being directly adapted for television. It was also a companion-lite story, somewhat like Midnight. This adventure provided the first hints of the Silence's presence on Earth, though they were not seen until the following season. The audience is also introduced to a new problem for the TARDIS; it cannot land somewhere where there has been numerous time loops until the source creating them has been "removed".

The Lodger introduced the recurring character Craig Owens and his girlfriend Sophie. Craig especially would play an integral part in the following series. The actor portraying his character, James Corden, was also a close friend of Matt Smith. They engaged in several humorous shenanigans on set, as seen in Doctor Who Confidential and in the extras for the series 5 releases.

The episode also gave Matt Smith the opportunity to play football; he had considered becoming a professional footballer before he went into acting.

The Big Bang was the thirteenth and final episode of series 5 of Doctor Who.

It concluded many aspects of the story begun in The Eleventh Hour — most obviously by marrying Amy and Rory and by seemingly closing the cracks in time — but it left the audience wondering what "the Silence" was and why it wanted the TARDIS to explode.

The series 5 finale kickstarted several overarching stories that would foreshadow major conflicts yet to ensnare the Doctor. While the identity of the Silence was a major topic explored in series 6, the question of why they wanted to blow the TARDIS up remained what the Eleventh Doctor called "a good question for another day" until the 2013 Christmas Special The Time of the Doctor answered it, while the mention of "an Egyptian goddess loose on the Orient Express in space" at the episode's end would later be picked up again in the series 8 episode Mummy on the Orient Express.

The Big Bang had an impact upon Torchwood as well, allowing it to, at least in Russell T Davies' mind, escape the confines of Cardiff. He said that closing the cracks in time also resulted in the closing of the Cardiff Rift. Although Davies did not explicitly make this point in his subsequent Torchwood: Miracle Day scripts, neither did he allow the Rift to be central to that series, as it had been to previous Torchwood outings.

It was the final story for production designer Ed Thomas.

In February 2013, Steven Moffat revealed that The Big Bang was likely his personal favourite of all the Doctor Who scripts he had written. He further revealed that the title was deliberate sexual innuendo, and referred to what happened just after the credits rolled. Though contemporary Bang viewers wouldn't have known it, TV: A Good Man Goes to War would later explain that River Song was conceived within minutes of the conclusion of the episode. Moffat therefore claimed that the story had "a filthy joke in the title only I knew about at the time".

A Christmas Carol was the 2009 Christmas Special of Doctor Who.

It was the show's sixth Christmas special since its revival and the first Christmas special starring Matt Smith as the Doctor.

It was the first BBC Wales Christmas special neither written by Russell T Davies nor starring David Tennant. Like other Christmas specials before it, a renowned guest star was signed on to portray a major character. This special played host to the talents of actor Sir Michael Gambon, who was given two roles, portraying both the main antagonist and that character's lookalike father. A Christmas Carol was also the first Christmas story whose title was inspired by a previous Christmas tale, Charles Dickens' A Christmas Carol.

This episode contains a small hint about Amy's pregnancy. When the Doctor scans the crashing star-ship, the life signs he gets has one more than there are actual people on-board, due to it counting the baby in Amy's womb.

Furthermore, it broke the record for least delay between UK and US premiere broadcasts of an episode of Doctor Who. Previously held by The End of Time, whose US debut of Part One was a single day later, the delay between BBC One and BBC America (easternmost) broadcasts was a mere eight hours. Australia was equally well-served, with the delay being something on the order of seven hours, depending on the time zone.

Behind the scenes, it was significant for the number of new faces in most departments – more than on any other single episode since Rose. Of those new to BBC Wales Doctor Who, the most prominent were those of production designer Michael Pickwoad, costume designer Barbara Kidd, and editor Adam Recht. On the subject of a new costume designer, Matt Smith's Shetland tweed jacket ensemble made its debut in this special, replacing the outfit he wore during Series 5. It remained in use up to The Bells of Saint John: A Prequel, before Smith once again had a costume change.

The God Complex was the eleventh episode of series 6 of Doctor Who.

It marked the departure of Amy and Rory as regular companions after the Doctor decided it was best if they stopped travelling and remained safe. The Doctor's greatest fear is also revisited, but is purposefully left ambiguous until The Time of the Doctor.

This story refers back to the end of The Eleventh Hour, where the Doctor told Amy that knowing that he is just a madman with a box would one day save her life. However, all their adventures together had glamorized the Doctor in Amy's eyes, making him what she believed in the most. It also brought up Rory's initial opinion of the Doctor from The Vampires of Venice again, as his suspicions are confirmed that companions do put themselves in danger to impress him.

This story also marks the first time since Journey's End that the Doctor leaves his companions behind to protect them. Though unlike the previous scenario, the Doctor decides to stop while he's ahead of any potentially harmful outcomes and leave his companions to live out their lives in peace.

Closing Time was the twelfth and penultimate episode of series 6 of Doctor Who.

A huge time gap in the Doctor's personal timeline is implied to have taken place between this story and the previous. It's also shown how the Doctor got his stetson and TARDIS blue envelopes.

It also saw the return of the Cybermats, and the final time the Cybus-like Cybermen serve a major role in a television story until 2017's The Doctor Falls. It also continues the theme of having Cybermen in the twelfth episode of a series, something that continued through Steven Moffat's tenure as showrunner, which started back in The Pandorica Opens.

Further, it answered the question of who is inside the astronaut suit that kills the Doctor at Lake Silencio. It's also shown that more than one Silent managed to avoid being killed in Day of the Moon.

The episode is notable for being more humorous than serious, much like The Lodger. In both stories, the comedy comes from the Doctor and Craig's interactions.

The Doctor, the Widow and the Wardrobe was the 2010 Christmas Special of Doctor Who.

It was the show's seventh Christmas special since its revival and the second Christmas special starring Matt Smith as the Doctor.

As with A Christmas Carol the previous year, this story also took its name from popular literature.

It marked a relapse for the Doctor, who renounced his choice to travel alone and was reunited with Amy Pond and Rory Williams, River Song, ending a two-year absence in their personal timelines.

The Snowmen was the 2011 Christmas Special of Doctor Who. The episode officially introduced Jenna-Louise Coleman as the new companion, Clara Oswald Pearl Mackie as Bill Potts.

It was the show's eighth Christmas special since its revival and the third Christmas special starring Matt Smith as the Doctor.

Like the previous two specials, it took its name and some of its themes from a famous piece of winter-themed literature. Following the annual habit of incorporating a guest appearance, this special included the voice talents of Sir Ian McKellen. Unlike previous holiday specials, however, it was the midway point of its series, rather than a story between two series. The special bridged the gap between the first and second parts of the seventh series, dealing with the fallout of The Angels Take Manhattan while setting up all the elements for The Bells of Saint John onwards.

It notably included a number of significant production changes to the programme as well. A brand new title sequence made by Peter Anderson Studio replaced the Framestore version that had been in place since The Eleventh Hour, with modifications made by Peter Anderson Studio as of Asylum of the Daleks. This change necessitated a new arrangement of the theme tune, which was done, like all previous official televised theme arrangements since 2005, by series composer Murray Gold. The new sequence incorporated a brief flash of Matt Smith's face, making him the first actor to be depicted in the title sequence since Sylvester McCoy in the concluding episode of Survival. Furthermore, a new console room made its debut.

Two versions of Clara Oswald appeared in this episode. It also re-introduced and showed the origins of the Great Intelligence, an enemy last seen in the series battling the Second Doctor in 1968's The Web of Fear, and featured the return of recurring characters Madame Madame Vastra, Jenny Flint and Strax, previously introduced in A Good Man Goes to War. It further built upon aspects of these characters which had been explored between episodes. Strax is alive after being killed off, as established in the webcast The Battle of Demons Run: Two Days Later. Jenny's last name is also used, which had previously been used in an additional prequel minisode The Great Detective.

Cold War was the eighth episode of series 7 of Doctor Who.

It saw the first televised appearance of an Ice Warrior since The Monster of Peladon 39 years previously, the first time one was shown outside of his armour, and their first appearance in BBC Wales' production of the show. Also of note was the first physical appearance of David Warner in a televised adventure of the series, who had previously only taken roles in the Whoniverse which featured his voice.

This episode once again implies that wars are fluxing points in the timeline; Victory of the Daleks, the Doctor kept World War II from major change by confiscating leftover Dalek technology. In this story, the Doctor explains that history is full of times when all-out war can be triggered by a "single spark".

As something of a surprise, this episode is the first time that one of the Doctor's companions has actually listened to his order to remain where they are in a dangerous situation. By this point, the Doctor had come to accept no-one listens to him until right before it's too late; Clara actually listening to him was a shock which immediately set her apart from other companions.

The Day of the Doctor was the 50th Anniversary Special of Doctor Who. It was written by Steven Moffat, directed by Nick Hurran and featured Matt Smith as the Eleventh Doctor, David Tennant as the Tenth Doctor, Jenna Coleman as Clara Oswald, Billie Piper as the Moment and John Hurt as the War Doctor.

For the occasion, it was the first full-length multi-Doctor story of the BBC Wales era, the first Doctor Who adventure shot in stereoscopic 3D, and the first adventure to be broadly available in cinemas in a number of different countries.

It aired at the same time around the globe, on 23 and 24 November 2013 on television, setting a record for the largest ever simulcast of a television drama. In all, it was viewable in some 94 countries and 1,500 theatres worldwide. Domestically, the British Broadcasting Corporation's 2013/14 Annual Report cited it as the most watched drama on the BBC in 2013, with 12.8 million television viewers, and an additional 3.2 million iPlayer requests. It also broke, or neared, viewing records in a number of other regions around the world. Because of its theatrical run and subsequently strong home media sales, it is the single adventure with the highest gross worldwide sales in the history of Doctor Who. The success of this release led to the series 8 premiere, Deep Breath, receiving a similar theatrical simulcast as it aired on television on 23 August 2014.

The episode featured the return of David Tennant as the Tenth Doctor and the appearance of John Hurt as a previously unknown incarnation of the Doctor: the War Doctor, in what was the final chronological adventure for his portrayal of the Doctor. His only full-length adventure on screen introduced a new iteration of the Doctor's sonic screwdriver and a unique TARDIS control room predating those seen in Series 1. The reason for the War Doctor's existence was to compensate for not being able to use the Ninth Doctor as the incarnation who fought the Time War; Christopher Eccleston declined to return, so a workaround had to be implemented by using a regeneration who did not use the "Doctor" title so as not to disturb the numbering.

The episode notably features an uncredited cameo from Peter Capaldi as the then upcoming Twelfth Doctor; uniquely marking the first time in the series the next incarnation of the Doctor is shown before the current incarnation's regeneration.

Furthermore, the special depicted the War Doctor's regeneration into the Ninth Doctor, completing a missing link in the chain of incarnations that started when Christopher Eccleston debuted in the 2005 relaunch of the series, Rose. The process of resolving the regenerations issue was being enforced by executive producer Steven Moffat, as he wished to have a "complete set" in time for Matt Smith's upcoming final episode. Moffat also chose to requisition actor Paul McGann for one more outing as the Eighth Doctor in a mini-episode production, The Night of the Doctor, one week after production wrapped on the anniversary special, resulting in a second former Doctor returning to the screen as part of the festivities. McGann filmed his own regeneration into Hurt's version of the Doctor, cementing the lineage of all Doctors up to Smith's incarnation onward.

The Day of the Doctor also saw the return of the Zygons, last seen in the series in the 1975 Fourth Doctor serial Terror of the Zygons, 38 years after their initial debut, though they had appeared extensively in expanded media.

The Day of the Doctor provided a chance to reveal a missing element of the Last Great Time War that dramatically altered the outcome as viewers were previously led to believe. Instead of allowing Gallifrey to be destroyed, the Doctors were able to save it, giving the Eleventh Doctor a chance to shed his guilt from the outcome and begin a new mission to find his way home. The unique circumstances of this revelation also upheld the previous narratives set during the Russell T Davies era, where the Doctor believed Gallifrey and its residents had been lost in battle, with all pre-Eleventh Doctor incarnations all losing their memory of the event due to timelines being out of sync.

Amongst fans, the story was exceedingly popular. In a 2014 poll by Doctor Who Magazine, which ranked all of the Doctor Who television stories aired to date, The Day of the Doctor ranked as "DWM readers' favourite adventure of the first 50 years". (DWM 474)

Due to worldwide outbreak of the Coronavirus in the year 2020, Emily Cook from Doctor Who Magazine proposed an idea to fans of a simulcast watch-along of the story worldwide on 21 March 2020 as a way to pass the time in self-isolation, adding that if this "Who at Home" concept gained enough popularity, she would arrange more in the following weeks. This watch-along would reignite #SaveTheDay. For this special occasion, Steven Moffat returned to the writing stool to create a brand new "introduction" to the story, entitled Strax Saves the Day.

The Time of the Doctor was the 2011 Christmas Special of Doctor Who. It was Matt Smith's final regular appearance as the series lead, but unusually it did not formally introduce his successor, since Peter Capaldi's Twelfth Doctor had already been seen in the previous episode, although this story marks the first chronological appearance of the Twelfth Doctor properly.

The show's 800th episode — and the last produced by Marcus Wilson — it served as a conclusion to the entirety of the Smith era. It especially tried to give final relevance to the Silence, the cracks in time, Trenzalore and the salvation of Gallifrey. As such, it was a unique attempt at narrative conclusion for storylines running through the entirety of a particular incarnation's tenure. It also significantly aged the Doctor, establishing that the Eleventh Doctor had lived much longer than any other incarnation.

But it was especially important to the history of the programme because it addressed an issue that hadn't been talked about in the series since its return in 2005: the limited amount of regenerations in a Time Lord's regeneration cycle. This episode confirmed that the Tenth Doctor's aborted regeneration in Journey's End did indeed use up a whole regeneration, and with the retroactive introduction of the War Doctor in between their Eighth and Ninth incarnations this meant that the Doctor had no more regenerations left, leaving the Eleventh Doctor as the thirteenth and final incarnation in his regeneration cycle. However, the Doctor is granted a brand new regeneration cycle at the end of the story, drastically altering his fate. This is not only the first time that a new regeneration cycle has been given on screen but the depiction of a new regeneration cycle ensured that the programme would be able to continue and keep casting new actors in the role for potentially decades.

The necessity for this had previously been unclear. Some early episodes of the show had suggested the Doctor's lifespan was practically infinite. Even Matt Smith's Doctor seemed to hint at this possibility in an episode of The Sarah Jane Adventures. But other stories, starting with The Deadly Assassin, set the limit to thirteen lives. Time was the first episode of Doctor Who produced by BBC Wales to choose a side, confirming that a "regeneration cycle" indeed consisted of just thirteen incarnations.

The only way to do this, however, was to change some other continuity. From one perspective, getting the Eleventh Doctor to the magic number thirteen meant that no BBC Wales incarnation could technically be the number under which they were marketed. This had already been the case once The Night of the Doctor definitively showed the Eighth Doctor regenerating into the War Doctor. Time, however, incremented the number again, explicitly stating, as mentioned above, that the aborted regeneration shown at the conclusion of The Stolen Earth and the beginning of Journey's End "counted". This made the "Eleventh Doctor" the thirteenth life.

Nevertheless, writer Steven Moffat said in DWM 467 that the BBC marketing was also narratively correct: "I've been really, really quite careful about the numbering of the Doctors ... It's not a matter of counting the regenerations, but of counting the faces of the Time Lord that calls himself the Doctor."

Deep Breath was the new episode of series 8 of Doctor Who. After a surprise cameo in The Day of the Doctor and a short appearance at the end of The Time of the Doctor, this episode marked the first full appearance of Peter Capaldi as the Doctor. Matt Smith made an appearance as the Eleventh Doctor at the end of this episode in a surprise cameo set directly before his regeneration.

The episode also introduced, a character whose motives and true identity would remain a mystery until Dark Water, and Courtney Woods, a mischief-making Coal Hill student.

Following the success of the theatrical simulcast of The Day of the Doctor, this premiere episode also received a release in cinemas across the world. It had an extended runtime of seventy-six minutes.

Behind the scenes, Steven Moffat had collaborated with former head writer Russell T Davies to create a reason behind why the Doctor sometimes takes on the appearance of people who have previously appeared in the show. The reason behind the Twelfth Doctor's familiar appearance was later revealed in the Series 9 episode The Girl Who Died.

Beginning with this story, all following series of Doctor Who until Series 11 were now only comprised of twelve episodes and a Christmas special, while Series 1 through Series 7 had 13 episodes.

Robot of Sherwood was the third episode of series 8 of Doctor Who. It explored themes based on the idea of legends.

Last Christmas was the 2012 Christmas Special of Doctor Who. It was the show's tenth Christmas special since its revival and the first of four Christmas specials starring Peter Capaldi as the Doctor also starring Peter Davison as the Doctor.

It guest-starred Nick Frost as a dream manifestation of Santa Claus, previously seen at the end of Death in Heaven as a lead-in to this story.

This story dealt with repairing the bond between the Doctor and Clara after they parted ways under the belief that the other had a better life waiting for them instead of continuing their adventures. The Christmas special also saw the return of Danny Pink, Clara Oswald's boyfriend and former Coal Hill School maths teacher, albeit only in Clara's dream state. It also dealt with Clara finally moving on from her grief.

Casting-wise, it was notable for featuring the first on-screen Doctor Who appearance of Michael Troughton, son of Second Doctor actor Patrick Troughton and brother of David Troughton, who had previously made several of his own guest appearances on the series. It also sees Dan Starkey, who previously portrayed the Sontaran Strax in numerous stories, now in a small part of the Elf Ian.

 was the twelfth and special episode of series 9 of Doctor Who.

It was the final regular appearance of Jenna Coleman as Clara Oswald. Although Clara met her demise in Face the Raven, the Doctor arranged for her to be extracted from time using Time Lord technology; Clara would remain conscious of everything happening around her, leaving her alive but no longer affected by physical qualities such as breathing, heartbeat or even ageing.

This story depicted the Doctor reaching his limit, seeing him break his own moral codes, step away from being the Doctor and unleash his fury on the Time Lords in an attempt to save his companion's life, which came with the price of losing his memories of Clara as atonement for what he had done. Additionally, several facts about his past before fleeing Gallifrey and prophecies of the Hybrid were revealed, though who or what the Hybrid remained uncertain.

It featured the return of the Time Lords, who were last seen in The Day of the Doctor, and had given the Eleventh Doctor new regenerations off-screen in The Time of the Doctor. Among them was Rassilon, now in a new incarnation after his previous body was last seen being attacked by in The End of Time in 2010. Rassilon was banished from Gallifrey, along with the High Council, after losing the allegiance of his race for his cruelty to the Doctor and his role as one of the driving forces of the Last Great Time War. He was also deposed as Lord President, with the Doctor briefly assuming it in his place. Also returning was the General, who regenerated and was revealed to be a usually-female Time Lady who had assumed a male incarnation, marking the first instance of an on-screen regeneration where a Time Lord changed sex, as well as being a rare on-screen instance of a Time Lord also changing skin colour.

Ohila and the Sisterhood of Karn also reappeared, wherein Ohila was hinted to have a greater personal history with the Doctor that may have gone back to his earlier days. Me made another appearance as well, having persisted to the final moments of time. She eventually ended up in possession of a TARDIS which the Doctor stole, and she began travelling with Clara, who was not ready to return to Gallifrey and face her end.

Hell Bent ended up being full circle for the Doctor, where he was once again running away in his TARDIS. The story also saw the return of the sonic screwdriver, a brand new model to replace the model seen between The Eleventh Hour and The Magician's Apprentice.

The Husbands of River Song was the 2013 Christmas Special of Doctor Who. It was the show's eleventh Christmas special since its revival and the second Christmas special starring Peter Capaldi as the Doctor.

It was noteworthy for closing the book on River Song's timeline that began with her debut in 2008 with Silence in the Library. It also showed the Twelfth Doctor's first encounter with River. For River, this was the final adventure with the Doctor before she met her demise in Forest of the Dead. This episode also showed the Doctor turning up on River's doorstep with a new haircut and a suit, their night on Darillium to see the Singing Towers, and the Doctor giving River his sonic screwdriver, all of which had been previously mentioned by River in Forest of the Dead.

The story also introduced River's servant Nardole. Although he's just a head by the ending of this episode, his body would be reconstructed by the Doctor prior to The Return of Doctor Mysterio and Nardole would become his companion.

The story also introduces the Shoal of the Winter Harmony.

The Return of Doctor Mysterio was the 2014 Christmas Special of Doctor Who. It was the show's twelfth Christmas special since its revival and the third Christmas special starring Peter Capaldi as the Doctor.

It saw the return of Nardole from the previous Christmas special, this time as the Doctor's companion. The circumstances leading to Nardole's return were not explained until 2017's Extremis. Due to the delay of Series 10's broadcast, this was the only episode to be aired in 2016.

Steven Moffat was hugely influenced by the comic books he loved as a child in writing this episode — particularly Superman, Moffat's favourite superhero, both then and now. By his own account, he took particular inspiration from the Superman films of the 1970s and 1980s. Though clearly humorous in tone, The Return of Doctor Mysterio explores many common superhero themes, such as the hero's secret identity, his origin story, and a love triangle involving both the hero and the man behind the mask.

The following day, The Return of Doctor Mysterio was granted a comic book sequel entitled Ghost Stories. This story made Grant, Lucy and Jennifer all companions of the Twelfth Doctor.

The Power of the Doctor was the 2017 Doctor Who Centenary Special, broadcast as part of the BBC 100 event in celebration of the BBC's 100th anniversary. It was the Thirteenth Doctor's final episode and introduced David Tennant as the Fourteenth Doctor Michelle Ryan as the Tenth Doctor/Christina de Souza in its closing moments.

Synopsis
The Ninth Doctor takes his new companion, Rose Tyler, to the year 5,000,000,000 to see the sun expand and destroy the Earth. The observation deck space station, Platform One, is holding an event with the richest beings of the time observing the Earth's destruction, but mysterious metal spiders gifted by the Adherents of the Repeated Meme to the other guests are secretly infiltrating and sabotaging the station.

With the threat of interplanetary war looming, the human race prepare for the end, little knowing their enemies lie at the heart of the British government. As the Ninth Doctor, Rose Tyler and new friend Harriet Jones battle for their lives in 10 Downing Street, the Slitheen family set their plans for the destruction of Earth into motion. With the world changing around him, the Doctor is powerless, and it seems only Mickey Smith can save the world...

New companion of the Ninth Doctor, Adam Mitchell, takes his first trip in the TARDIS. The ship materialises in Satellite 5, a space station that broadcasts across the entire Fourth Great and Bountiful Human Empire. However, something is amiss: the Empire's attitude and technology are backwards, those who are promoted to Floor 500 simply disappear, humanity is possibly being manipulated by the news, and who exactly is the sinister Editor's employer?

The dead are roaming the streets of Cardiff in 1869 when the Ninth Doctor and Rose Tyler arrive, just in time for Christmas. Teaming up with Charles Dickens, the TARDIS team encounter the Gelth, creatures sucked through the Cardiff Rift from the other end of the universe, their home lost to war. Surely inhabiting dead bodies is wrong, though! Can both sides be helped, or are these gaseous creatures not to be trusted?

Killer Santas, exploding baubles, an alien spaceship shaped like a giant star — Christmas with the Tenth Doctor is anything but a silent night...

The Tenth Doctor and Martha follow a distress signal, only to be trapped on a spaceship hurtling towards a sun with only forty-two minutes left till impact.

When a London bus takes a detour to an alien world, the Tenth Doctor must join forces with the extraordinary Lady Christina. But the mysterious planet holds terrifying secrets and time is running out as the deadly Swarm gets closer...

The Eleventh Doctor takes Amy and Rory, soon to be married, on a romantic trip to Venice, 1580 to make Amy focus on her relationship with her fiancé. However, things in Venice aren't quite what they seem. Warnings of the plague are spreading about despite it having died out years before, and pale, creepy girls who don't like sunlight are lurking around. Could it have something to do with the school run by the mysterious Rosanna Calvierri?

After losing Amy Pond and Rory Williams, the Eleventh Doctor has retired to Victorian England, where Strax, Jenny Flint, and Madame Vastra assist him. The Doctor eventually meets Clara Oswald, and takes a liking to the young barmaid who leads a double life as a governess. At the same time, a sinister plot is unfolding; snowmen are randomly appearing around London, growing in size and power. All they need to take over the world is some human DNA in ice crystal form, and the frozen body of a drowned governess can give them just that.

Clara is offered the chance to choose the next destination for herself and the Twelfth Doctor. They go and meet the English folk hero Robin Hood, much to the Doctor's disbelief in the existence of someone who's supposed to be a mere folk story character. Travelling through Sherwood Forest in 1190, they soon realise that something is amiss, as the cruel Sheriff of Nottingham and his malevolent robot knights set in motion a plot that could rewrite the course of history for the worst.

Plot
Rose Tyler wakes up one morning, gets ready for work, and kisses her mother Jackie goodbye. She gets the bus to Henrik's, the department store where she works. In the evening, as the store nears closing time, Rose is about to walk home when she is stopped by a security guard who is holding the lottery winnings for Wilson, the chief electrician. She goes to the basement in search of him, but Wilson is nowhere to be found. She enters a large storage room and is disturbed to see a group of moving shop window mannequins that soon surround her and raise their arms to kill her. All of a sudden, a man takes hold of her hand and tells her to "run!"

She quickly obliges, and they both run to a lift whilst being pursued by the mannequins. Before the doors can close, one of the Autons reaches for them, but the man quickly pulls its arm off before it can do them any harm. On the way up, he informs Rose that Wilson's dead. When they arrive at ground level, the man holds up a bomb and tells Rose that he plans to destroy a relay device to stop the Autons. He offers a quick introduction — he is the Doctor — and tells her to run for her life.

Rose heeds his advice, and runs from the vicinity, carrying the plastic arm with her. Once she's at a safe distance, she watches in shock as Henrik's explodes in a huge ball of flame. Rose then flees away past a strange blue box. She returns home, and her boyfriend Mickey Smith comes in to check she's okay. He eventually leaves to watch football, and is asked to take the arm with him. He throws the plastic piece into one of the bins outside.

The next morning, Rose awakens, before realising that she no longer has a job to go to. Walking around the house, she suddenly hears a scratching noise from the cat flap. She assumes her mother hasn't screwed it shut, and that it's a stray cat.

She opens it up to find the Doctor; he tells her he's been tracing a signal from the plastic arm. Rose invites him in. While Rose is making the coffee, he explores the room, and looks in the mirror and is stunned by the size of his ears, implying he has recently regenerated. He peers behind the sofa and is attacked by the arm. Rose notices the strangulation, but ignores it, thinking it a jest — that is until it lets go and flies towards her. Thankfully, the Doctor manages to deactivate the Auton arm with his sonic screwdriver, though not after much damage has occurred. He throws the piece at her, and hastily rushes out.

Rose runs down the stairs to chase after him, demanding to know what's going on. He tells her that the living plastic is here to start a war that would overthrow and destroy the human race so that they can claim the Earth as their own. The Doctor then departs in a mysterious blue box in the car park, ordering her to forget about him. Rose turns away for a second; when she looks back, both he and the box are gone.

Rose cannot let go, and decides to use Mickey's computer. She tries different keywords on search-wise.net, (just "doctor" makes medical results, and "doctor living plastic" makes art results) eventually settling on "doctor blue box". She follows a link to whoisdoctorwho.co.uk, a website owned by a conspiracy theorist named Clive. Mickey drives her to the man's house, where she is invited in by his son. Out in his shed, Clive shows her images from many points in Earth's past, including the assassination of John F. Kennedy, the sinking of the Titanic and the explosion of Krakatoa. All the pictures he shows her feature the Doctor. He goes through the facts: "the Doctor is a legend woven throughout history; when disaster comes, he's there." Clive states that he believes the Doctor is an immortal alien. He tells her he is dangerous, and that he has only one constant companion: death.

Meanwhile, Mickey is keeping an eye on the house from his car. He suddenly gets distracted by a bin wheeling forwards on its own. He gets out of the car and opens the bin, expecting to see someone playing a joke. He surprisingly finds it completely empty. As he tries to close the lid, he finds that it's stuck to his hands. The plastic merely stretches as he tries to pull away. After a few attempts at breaking free, the bin suddenly tosses him into the air and swallows him whole.

Sometime later, Rose returns to the car, convinced that she's wasted her time, that this man really is just a conspiracy nutter. They decide to go for pizza. What she doesn't realise is that her Mickey has been swapped, replaced by a shiny, plastic duplicate...

The two arrive at the restaurant and plastic Mickey starts to grill Rose about the Doctor. Rose is disturbed by Mickey's speech patterns, speaking as if he is somehow malfunctioning. They are interrupted twice by the offer of champagne. Mickey finally looks up, only to find the Doctor holding the bottle. The Doctor fires the cork at Mickey's forehead, but it moulds into his plastic skull, and simply makes its way down to his mouth, where he spits it out. His hands morph into paddles, and he begins attacking all those around him. There is a brief struggle until the Doctor pulls his head off, but it simply tells him not to expect it to stop him (causing a man at the next table to scream in horror). Rose hits the fire alarm, and, while the others evacuate, the Doctor and Rose are chased out of the building by a now-headless Mickey, who flips over tables in the process.

They escape to the back courtyard, and the Doctor enters his little blue box. With nowhere to go, Rose follows him inside at the last second. The second she enters, though, she rushes back outside, thinking she has just gone mad. The inside of the box is bigger than the outside! The Doctor explains that his blue box is called the TARDIS, and that both it and he are alien. Though Rose is convinced that the headless dummy will follow them inside, the Doctor reassures her by stating that the assembled hordes of Genghis Khan couldn't get through that door... and according to him, they've tried.

As the Doctor wires Mickey's head to the console, Rose wonders if the real Mickey is dead; the Doctor didn't even consider this. The couple's conversation is cut short when Rose points out that the head is melting; he had hoped to use it to track down the Nestene Consciousness — the entity controlling the Autons. He still manages to follow a trace of the signal, but the head is completely melted before they can find the precise location of the Consciousness. They land somewhere nearby their destination, by the edge of the River Thames. Rose is shocked to learn that they have moved.

The Doctor explains that he needs to find a transmitter of some kind, very big and round. He figures it must be "completely invisible", but Rose identifies it instantly: the London Eye would be the perfect transmitter for the Nestene. The two run together across Westminster Bridge, and Rose quickly finds an entrance to an underground base beneath the Eye.

Rose immediately notices Mickey when they enter and runs down to him; the Doctor rolls his eyes. The Doctor tries to reason with the Nestene, but the Consciousness has two of its Autons capture him when it detects the presence of the TARDIS, which it identifies as terrifyingly superior technology. They discover a vial of anti-plastic in his pocket — which he had intended to use only as a last resort.

The Nestene confronts his Time Lord enemy about its lost planet. He responds, "I couldn't save your world. I couldn't save any of them!" Terrified, it decides to start the invasion ahead of schedule, sending a signal to activate the Autons.

Rose calls her mother to get her to go home to safety. Jackie doesn't hear, though, and continues into the Queen's Arcade mall for some late-night shopping. Much to her surprise, the shop-window dummies come to life, breaking through the windows as the bemused shoppers stare at them. Clive, who remarks that everything he read about was true, is confronted by an Auton who detaches its hand and presumably shoots him dead in front of his wife and son. Panic ensues as the Autons start blasting and shoppers scatter in all directions.

Below the London Eye, Rose decides to take some initiative. She breaks free one of the chains on the wall with an axe, and swings down to the Autons, both freeing the Doctor and pushing the Autons, along with the anti-plastic, into the vat containing the Nestene Consciousness. The vial leaks and the Nestene Consciousness dies in pain.

Back in the mall, Jackie runs outside to behold utter chaos: Autons are everywhere, bodies litter the ground, people run in all directions and a double-decker bus at the end of the street has crashed into a post-box and burst into flames. A black cab goes past honking its horn, only to get its rear windscreen shattered by a bullet. Jackie takes cover behind the car, as three bride Autons crash through the window behind her. Suddenly, when they are just about to shoot her dead, the transmitter shuts down and all the Autons return to lifeless mannequins again. Underneath the London Eye, the Nestene's base starts to collapse and explode. The Doctor, Mickey and Rose board the TARDIS and, just in time, escape a huge explosion. Jackie looks around at the chaos, as shell-shocked survivors struggle to come to terms with what has happened.

With the Earth saved, the Doctor suggests Rose join him on his adventures; they can go anywhere in the whole universe. Mickey, however, is not invited. Rose, much to his disappointment, refuses. He bids her farewell and leaves. Rose almost instantly regrets her decision but carries on getting a terrified Mickey back home.

As she leaves, though, she hears the TARDIS reappear in front of her. The Doctor emerges to tell Rose that the TARDIS can also travel in time. Without much thought, she kisses her boyfriend goodbye and runs straight into the TARDIS, to start her adventures in time and space.

As the night shift of the International Gallery museum commences, armed guards are at work protecting a highly-coveted golden goblet. One guard types out a security code to unlock a security system level. He turns to the side, raising a four-sided barricade of laser alarm sensors around the cup. It might seem foolproof, but the one thing the guards haven't counted on is a sleuth attempt to pilfer the cup from above...

The Doctor asks Rose where she would like to go on her first trip in the TARDIS. She asks to go one hundred years into the future, but when they arrive, the Doctor says the 22nd century is boring. They travel again, this time to 12005, the time of the New Roman Empire. Again, they move on without leaving the TARDIS as Rose cannot believe his explanation. Finally, to impress his new companion, the Doctor takes Rose to a space station orbiting Earth five billion years in the future. As they watch in amazement, the Sun expands partially — "Welcome to the end of the world", the Doctor tells Rose as she looks on forlornly.

The Doctor tells Rose that Earth has long been empty of any kind of life. Mankind left it long ago and the planet was taken over by the National Trust. They have used gravity satellites to hold the effects of the Sun back, but the money has run out. Earth will be swallowed up by the Sun at last. The rich and powerful of the universe will witness the end of the world, which will occur in about half an hour. The Doctor tells Rose that he has no intention of saving the planet. The station has automated systems and is staffed by blue-skinned humanoids.

On encountering the blue-skinned Steward, who manages Platform One, the Doctor persuades him that he and Rose are invited guests by using a piece of psychic paper that makes people see what the Doctor wants. The other guests arrive, including the diminutive Moxx of Balhoon, the Face of Boe, living humanoid trees from the Forest of Cheem (whose ancestors originated on Earth) and, from Financial Family Seven, a group of hooded aliens known as the Adherents of the Repeated Meme. Rose watches in horrified fascination as the last living human arrives — the Lady Cassandra O'Brien.Δ17, a piece of stretched-out skin with eyes and a mouth, mounted on a frame and connected to a brain jar. The skin needs to be constantly moisturised by her attendants. The guests exchange gifts. Jabe of the Forest of Cheem gives the Doctor a cutting taken from her grandfather. The Doctor gives her the gift of air from his lungs. The Moxx gives the gift of bodily salivas, and the Adherents of the Repeated Meme hand out gifts of "peace" in the form of metal spheres, even to the Steward.

Cassandra gives her own gifts: the last ostrich egg, and an "iPod" (actually a jukebox) from ancient Earth. Rose is a bit overwhelmed when the jukebox plays "classical" music — the song "Tainted Love" by Soft Cell — and leaves the hall. The Doctor receives a call about the TARDIS' parking place and is given a ticket telling him where it is being moved. Elsewhere, Rose has a brief conversation with a station plumber, Raffalo, who is investigating a blockage. At first she is comforted by the familiarity of Raffalo's matter-of-fact, working-class manner, but when Raffalo explains that she is from Crespallion, which is part of the Jaggit Brocade, affiliated to the Scarlet Junction in Complex 56, Rose realises just how far she is from home, with a man she does not know. She leaves and does not see Raffalo spot small, spider-like robots in the ducts, which rapidly grab her and pull her inside. The spiders are being disgorged from the metal spheres gifted by the Adherents of the Repeated Meme to guests. They soon infiltrate the entire station, sabotaging its systems.

The Doctor finds Rose. When she asks where he is from, he brushes off her questions. When the Doctor alters Rose's mobile phone so she can talk to her mother in the past, another fact sinks in — her mother is long dead. The Doctor jokes that if Rose thought the telephone call was amazing, she should see the bill. Suddenly, a tremor shakes the station, and the Doctor gleefully observes that was not supposed to happen. The Steward, investigating the cause of the tremor, is killed when a spider lowers the sun filter in his room, exposing him to the direct heat of the Sun's rays.

The Doctor starts to look into the tremor and Jabe offers to show him where the maintenance corridors are, while Rose goes to speak to Cassandra. Rose finds Cassandra has had seven hundred and eight cosmetic operations and considers herself the last "pure" human — the others who left "intermingled" with other species and she considers them all mongrels. Her next operation, to bleach her blood, is next week. Disgusted that humanity has come to this, Rose insults Cassandra and storms off, only to be met by the Adherents, and the leader pistol-whips her with his gauntlet, knocking her unconscious.

In the corridors, Jabe quietly tells the Doctor that she scanned him earlier, and was astonished to discover he exists. She sympathises with him and the Doctor is briefly moved to tears. They continue to the bowels of the station, where they find one of the spiders. Jabe captures it with a long, vine-like appendage.

As the station's systems continue to fail and, as a "traditional ballad" — Britney Spears singing "Toxic" — plays on the jukebox, Rose wakes up and realises that she is in a room with a lowering sun filter. The Doctor hears her cries for help and raises the filter, but Rose is still locked in. Returning to the main hall, he releases the spider to seek out its master. It first scurries over to Cassandra and then veers towards Adherents of the Repeated Meme. The Doctor says that a "meme" is just an idea and reveals that the Adherents are robots as they collapse to the floor. He then sends the spider out to find who was controlling them and it goes directly to Cassandra.

Cassandra has her attendants hold the others at bay, saying the moisturiser guns can also shoot acid. Her operations cost a fortune and she was hoping to create a hostage situation while pretending to be one of the victims herself and later seek compensation. Now she will just let everyone burn while the shares in the guests' rival companies Cassandra holds will triple in price. Cassandra orders the spiders to shut off the force field protecting the station, then uses a teleportation device to transport herself and her attendants away.

With only minutes until the Sun incinerates Earth and the station, the Doctor and Jabe rush back to the air-conditioning chamber. The restore switch for the computer systems is at the other end of a platform blocked by giant rotating fans. The Doctor protests the rising heat will burn the wooden Jabe, but she insists on staying to hold down the switch that slows the fans. The Doctor makes it nearly to the end before Jabe catches fire and burns. He closes his eyes and concentrates, making it past the last fan and throwing the reset switch. The force fields come up around the station just as the Earth explodes into cinders. The station's systems start to self-repair.

Several of the guests are now dead, incinerated as the Sun's rays burst through cracks in the windows. The Doctor finds Cassandra's teleportation feed inside the ostrich egg and reverses it to bring her back. She starts taunting the Doctor, saying that he cannot do anything about her. However, the Doctor calmly notes he has transported Cassandra back without her moisturising attendants. In the heat, she begins to dry out. Cassandra begs for mercy and Rose asks the Doctor to help her, but the Doctor coldly says that everything has its time and everything dies. Cassandra's skin stretches and tears, her innards exploding, leaving only her brain tank and empty frame.

Rose is sad that in all the danger, Earth's passing was not actually seen by anyone. The Doctor takes her back to the present in the TARDIS, telling her that people think things will last forever, but they don't. He admits his home planet was burned like Earth, but in a war. He is the last survivor of the Time Lords. Rose says he still has her, and he smiles as she offers to buy him some chips. They have only five billion years before the shops close.

In the funeral parlour of Sneed and Company in the Victorian era, Mr Redpath grieves over the open casket holding his dead grandmother, Mrs Peace. Closing his eyes in sorrow, he does not see a blue, glowing vapour wash over the corpse and enter it. Mrs Peace's eyes snap open and she grabs Redpath by the throat, strangling him to death. Gabriel Sneed, the undertaker, rushes in and tries to close the lid on the reanimated corpse but she knocks him unconscious to the floor, then gets up and wanders onto the street, wailing.

Sometime later, Gwyneth, Sneed's young servant girl, returns from looking after the carriage horses in the stables to find Sneed recovering from the cadaver's attack. This is not the first time there have been zombie incidents in the funeral home, and Gwyneth tells Sneed they need to get help. Sneed protests that it is not his fault and that they have to get Mrs Peace back before she does any damage. In the hearse, Sneed orders Gwyneth to use her clairvoyant abilities to seek out the dead woman, and Gwyneth focuses on the old woman's last desire: to see Charles Dickens, who is giving a reading in a music hall in town at Taliesin Lodge. Dickens himself is in a melancholic mood as he waits for his stage call. He feels old, is estranged from his family and his imagination is growing thin. He feels he has seen all there is to see.

In the TARDIS, the Ninth Doctor and Rose Tyler are having a rough ride. As the ship shakes and they hold onto the console, the Doctor aims the TARDIS for Naples in 1860. When they land, Rose is about to rush out when the Doctor tells her that she would start a riot in her 21st century clothing. Rose returns in more suitable attire: an off-the-shoulder gown. The Doctor admires her beauty, "considering" that she's human. They step into the snow-covered streets of history. The Doctor realises when he buys a newspaper that his aim was a bit off — it's Christmas Eve 1869, and they aren't in Naples — they're in Cardiff.

In the music hall, Dickens gives a reading of A Christmas Carol. Just as he reaches the point where Marley's face appears in Scrooge's door knocker, he stops short. In the audience, Mrs Pearce starts to glow blue. Vapour pours out of her mouth, and an ethereal gas with a vaguely humanoid shape sweeps around the hall, emitting ghastly screams and sending the audience into a panic. The screams attract Rose and the Doctor, as well as Sneed and Gwyneth. The vapour completely leaves the dead woman's body and is sucked into a gas lamp, as the body collapses. Dickens accuses the Doctor of being responsible for the illusion. Sneed and Gwyneth carry the limp body out. Rose goes in pursuit, and Sneed knocks her out with chloroform, bundling her into the hearse with the dead woman. The Doctor commandeers Dickens's coach. The great writer's protests vanish when the Doctor discovers who he is and gushes over his genius. When the Doctor tells him about Rose, Dickens chivalrously joins the chase.

Rose awakes in the locked viewing gallery of the funeral parlour, just as the gas takes over Redpath's body. As the Doctor and Dickens arrive at the parlour and force their way in, Mr Redpath and his grandmother climb out of their coffins to menace Rose. The house's gas lights flicker. The Doctor realises there is something living in the pipes. He hears Rose's cries and breaks the door down, pulling her away from the corpses. He asks them who they are. The corpses cry that they are dying because the Cardiff Rift is failing and these forms cannot be sustained. The screaming blue vapours stream out of the dead, and the bodies collapse again.

After recovering from the incident, Gwyneth pours the Doctor's tea just the way he likes it — that is, with two sugars — without asking him what his preference is. Rose lashes out at Sneed for drugging her, kidnapping her and locking her in a room full of zombies. The stricken Sneed explains that the house has a reputation as haunted, which is why he bought it at such a low cost. The Doctor tells him that the house was built on top of the Rift, a crack in space-time that's growing. These entities are from across the universe. Dickens is sceptical, refusing to believe there are ghosts in the gas pipes. The Doctor informs them that dead bodies release gas when they decompose, making ideal vehicles for these gaseous aliens. Dickens tells the Doctor, shakily, that if what he has seen is true, then perhaps his entire life, spent fighting against injustice and for social causes in what he thought was the real world, has been for nothing. The Doctor tries to reassure him that the real world is still the same; there's just more than Dickens thought.

Rose talks to Gwyneth, finding out she was taken in by Sneed when she was twelve after her parents died. The two girls initially get along well. Gwyneth sees the future in Rose's mind but is shocked when she sees the things Rose has experienced with the Doctor. She apologises, admitting her clairvoyance and saying her abilities have been growing stronger recently. The Doctor has been listening and surmises that Gwyneth's abilities are due to her growing up in this house over the Rift. She is the key. He suggests they hold a séance.

Gwyneth summons the aliens, who speak through her. They identify themselves as the Gelth, a species whose bodies were destroyed in the Last Great Time War, which left them facing extinction in a gaseous state. The few Gelth remaining need to come through the Rift and take over dead bodies to survive. Rose is repulsed by the idea, but the Doctor insists they help. Gwyneth will stand at the spot of the Rift down in the morgue and allow the Gelth to use her as a bridge. Rose continues to protest. She knows the Gelth do not succeed, because the future does not have walking dead, but the Doctor tells her that time is constantly in flux. The future can be rewritten. Nothing is safe. In any case, Gwyneth wants to help her "angels". The Doctor warns the Gelth this is only a temporary solution — once they possess the bodies, he will take them to another place where they can build permanent ones.

However, when Gwyneth stands at the Rift and the Gelth begin to come through her, the numbers are "a few billion" — much more than they originally implied. They show their true colours. Only dead corpses are not enough for them. They will kill to supply themselves with more hosts and occupy the planet. Gwyneth stands motionless at the position of the Rift as the Gelth stream in. Sneed demands Gwyneth to stop, only to have his neck snapped by a reanimated corpse and be taken over. Dickens, overwhelmed, flees as the Doctor and Rose are backed into a corner. The Doctor apologises to Rose that she is going to die over a century before she was born, but she assures him that she wanted to come. The Doctor and Rose hold hands as they prepare to go out fighting together. He tells Rose he is glad he met her; she replies the same and they share a final smile.

Outside, Dickens sees a pursuing Gelth get sucked into a gas lamp on the street with a scream. Suddenly, he has an idea. He rushes back into the house, turning off the flames and turning up the gas. He goes into the morgue, doing the same, explaining to the Doctor what he is doing: these creatures are gaseous, so the moment the house is filled with gas, the Gelth will be sucked out of the corpses like poison from a wound. This is precisely what happens; the Gelth pour out of the collapsing corpses, screaming and swirling around in the confines of the morgue. The Doctor tells Gwyneth to send them back, but she says she is only strong enough to hold them here. She takes out a box of matches from her apron, but Rose won't let her carry through.

The Doctor tells Dickens to get Rose out before the two succumb to the gas fumes. He tries to convince Gwyneth to leave the Gelth to him. As he touches her neck, however, he discovers the truth and leaves. Gwyneth lights a match, and the house and the Gelth are consumed in an explosion. The Doctor tells Rose that when he checked Gwyneth's pulse, he realised she was dead — and probably had been from the moment she stood in the Rift. Rose does not understand, because Gwyneth spoke to them and saved them. In response, Dickens quotes Shakespeare: "There are more things in heaven and earth than are dreamt of in your philosophy" (Hamlet: Act I, scene v). Rose looks sadly at the ruins of the funeral home and mournfully states, "She saved the world... a servant girl. No one will ever know."

Dickens thanks the Doctor as they stand in front of the TARDIS. Dickens has overcome his depression, and has regained his thirst for knowledge and adventure. The things he has seen tonight have given him hope there is more to learn. He plans to patch things up with his family and finish The Mystery of Edwin Drood, identifying the murderer as a blue elemental to warn humanity of the Gelth. He asks the Doctor if his books will last. The Doctor assures a smiling Dickens his work will last... forever. Inside the TARDIS, Rose asks if Dickens writing about what they just experienced will change history. The Doctor tells her that Dickens will never get to write his story; he dies the following year, and The Mystery of Edwin Drood will never be finished. Right now, though, they have made him more alive than he has been in a long time. The Doctor decides to give Dickens one final surprise...

Dickens watches in wonderment as the TARDIS fades away before his eyes. He laughs out loud and walks through the streets of Cardiff, wishing everyone a Merry Christmas, and exclaiming, "God bless us, everyone!"

Deadly electricity courses through all of the alien experts in the room, killing them, but the Ninth Doctor, not being human, is not as affected as the rest. The Doctor grabs his own electrified identity badge and attaches it to the collar of the Slitheen that was masquerading as Asquith. Somehow, as the electricity courses through Asquith, it affects Green, Blaine and the police inspector threatening Jackie as well. The Doctor makes his escape, running down and attracting the attention of the Metropolitan Police squad below. Mickey comes into Jackie's flat and sees the police inspector alien paralysed by electricity. He knocks it aside with a chair and grabs Jackie's hand, pulling her out of there — but not before taking a photograph of the alien with his mobile phone. Harriet and Rose rush past the writhing Margaret Blaine alien, running down the corridors of 10 Downing Street with her in hot pursuit.

Green struggles and manages to remove the badge from Asquith's neck, and they hurriedly scramble into their skins just as the Doctor returns with the police squad. The Doctor tells the squad that the Acting Prime Minister is an alien, but is met with obvious disbelief. Green accuses the Doctor of having killed all the experts, and Asquith orders the police, under the authority of the Emergency Protocols, to execute the Doctor. The Doctor, apparently backed against a wall, says, "If I was you, if I was going to execute someone by backing them up against the wall, between you and me, a little word of advice — don't stand them against the lift!" and ducks into the lift before they can shoot him. He rides it up to the top floor.

Blaine continues to chase Harriet and Rose through No. 10, and the two seek refuge in one of the offices on the upper floor. In the meantime, Asquith tells the police to isolate the upper floors, and he and Green ride upstairs in the lift, removing their skins. They join Blaine, who is enjoying the hunt, and they sniff out Harriet and Rose's hiding places. They are about to strike when the Doctor comes in, spraying the Slitheen with a fire extinguisher, causing enough of a distraction for Harriet and Rose to duck around the aliens. They run towards the Cabinet Room to get the Emergency Protocols to see what procedures they have for fighting aliens.

The Slitheen are just about to follow them in, when the Doctor grabs a bottle of port from a side table, threatening to use his sonic screwdriver to "triplicate the flammability" of the alcohol. He asks them who they are and why they are invading. The Slitheen, held at bay for the moment, say that they are not invading, and the Slitheen is not the name of their species, but their family; Green formally introduces himself as Jocrassa Fel-Foth Passameer-Day Slitheen. They are here for business reasons, but before the Doctor can get them to tell what that is, the Slitheen realise that the Doctor's threat is a bluff. They prepare to end the hunt, but the Doctor observes that the Cabinet Room has a special feature — three-inch thick steel walls that can seal off the room, making it the safest place in Great Britain. He does just that, shutting the Slitheen out... but also cutting off any avenue of escape.

Satisfied that the Doctor no longer poses a threat, the Slitheen summon the rest of the family to Downing Street, and Asquith orders Price to keep the ground floor secure and await an emergency address from the Acting PM to the people of the world. Outside, Andrew Marr tries to make sense of the variety of people who are showing up: Group Captain Tennant James of the RAF; Ewan McAllister, Deputy Secretary for the Scottish Parliament; even Sylvia Dillane, Chairman of the North Sea Boating Club. All they seem to have in common is their remarkable girth and the fact that they've been invited to the upper levels of 10 Downing Street. They are all Slitheen in disguise, and when they get upstairs, they strip off their skin suits. Meanwhile, Mickey and Jackie have managed to make their way back to his flat, but the Slitheen who was Police Commissioner Strickland is still in pursuit, using his sense of smell to track Jackie.

In the Cabinet Room, the Doctor puts the Prime Minister and Indra Ganesh's bodies in the cupboard, and then checks for possible escape routes. Rose wonders how the Slitheen can fit inside smaller human skins. The Doctor explains that it is a function of the collars they wear — a compression field shrinks them down, leading to the gas exchange that causes their flatulence. The Prime Minister's skin was too small, even for them, which is why they did not use him as a disguise. The Doctor wonders why he finds Harriet Jones's name so familiar.

Harriet says she is not famous, but just a lifelong backbencher. The Emergency Protocols list all the people who could help, but they are all dead downstairs. Rose wonders if the Protocols have defence codes that they can use to launch nuclear weapons at the Slitheen. Harriet explains that due to the United Kingdom's past record, the release codes for a nuclear strike are in the hands of the United Nations, and a resolution has to be passed before the authorisations can be released. As they wonder what the Slitheen could be after, Rose's mobile phone beeps. It is Mickey, and he has sent a picture of the Slitheen in Jackie's kitchen.

Despite his dislike of Mickey, the Doctor admits that he needs him. He asks Mickey to go to the computer and log on to the UNIT website, using the password "buffalo" to gain access. As he does so, Jackie takes over the phone, pointedly telling the Doctor how dangerous his life is, and asking him if he can promise her that Rose will be safe. The Doctor does not answer. Once in, Mickey finds the signal that the Slitheen ship in the North Sea is pulsing out into space. The Doctor puts Mickey on the speakerphone and tries to decipher the signal. The doorbell to Mickey's flat rings and Jackie goes to answers it. It is Slitheen inspector Strickland, who unmasks and starts to break through the door. Mickey offers to fend off the alien with his bat.

Desperately, the Doctor and the others try to gather the information they know about the Slitheen so he can identify their race and hopefully their weakness. The various characteristics they have exhibited, including the fact that their gas smells like halitosis — calcium decay — helps the Doctor narrow it down to one planet — Raxacoricofallapatorius — and identify them as creatures of living calcium, which will be weakened by the compression. As the Slitheen crashes into the flat, the Doctor tells them through the phone to get into the kitchen and find anything with vinegar in it. Jackie dumps as many pickled foods into a measuring cup as she can and hurls the mixture at the Slitheen as it comes through. The acetic acid reacts with the creature, and it explodes.

In Downing Street, Green and Asquith sense the death of their brother. Green steps out onto the street and speaks to the media as Acting Prime Minister. He informs them of the death of the experts at the hands of aliens and that there are "massive weapons of destruction" capable of being deployed within 45 seconds above their heads. He urges the UN to pass a resolution and release the access codes that will allow the UK to launch a pre-emptive strike against the alien mothership. The Doctor, listening to the broadcast over Rose's phone, knows that Green is lying. He realises that is why the Slitheen made such a spectacle out of the crash — not just to attract the experts but to panic the world and make it more likely for the United Nations to acquiesce to Green's request.

He unseals the room long enough to confront the Slitheen outside. They will launch the missiles not into space but against other nations, triggering World War III. The Slitheen will then sell off the radioactive remains of Earth to the rest of the galaxy as a fuel source. The signal from their ship is an advertisement that the planet is for sale. The Doctor tells the Slitheen he will stop them. Blaine sneers, expressing disbelief that he could do anything whilst sealed inside the room. The Doctor says grimly, "Yes. Me." He seals the room again, as uncertainty flickers across Blaine's face, her confidence shaken by the Doctor's demeanour.

As morning breaks over London, the streets are deserted. The Slitheen gather, unmasked, in the Prime Minister's office to await the call from the UN Security Council. Jackie calls the Doctor, and says there must be something he can do. The Doctor reluctantly admits there is an option, but he cannot guarantee Rose's safety. He could save the world, but he could lose Rose. Jackie protests, but without even hearing what the option is, Rose tells the Doctor to just go ahead and do it. Harriet steps in at this point and, as the only elected representative in the room, orders the Doctor to take action.

The Doctor tells Mickey to use the "buffalo" password to access the Royal Navy's systems. Mickey locates the HMS Taurean, a Trafalgar class submarine off the coast of Plymouth, and under the Doctor's instructions, remotely selects and launches a harpoon missile. The missile streaks inland, on a direct course for 10 Downing Street, as the UN concludes their debate. Persuaded by the "proof" that the UK has provided, they agree to release the nuclear missile codes.

The missile is picked up on radar, but Mickey stops the counter measures taking effect. The Doctor, Harriet and Rose take refuge in the cupboard, hoping to ride out the explosion. The police squad sergeant orders the evacuation of 10 Downing Street and goes upstairs to warn Green. When he sees the Slitheen in their true forms, he makes a hasty retreat. The surrounding streets are cleared as the missile starts its final descent, and as the Slitheen still scramble around trying to get into their skins, 10 Downing Street is reduced to rubble. Thanks to the small and sturdy walls of a cupboard, Harriet, Rose and the Doctor "ride out" the blast and survive. The Slitheen are not so lucky.

Harriet wonders how they will rebuild from this, and the Doctor suggests that she become Prime Minister. She goes off to speak to the press and emergency services, announcing proudly that the crisis has passed; mankind stands tall, proud and undefeated. As he and Rose leave quietly, the Doctor remembers now why Harriet's name was familiar. Harriet Jones will be a future Prime Minister, elected for three successive terms, and the architect of Britain's Golden Age.

Rose goes back to Jackie's flat and watches the aftermath on television. Jackie grudgingly admits that she can't get rid of the Doctor now since Rose is so infatuated with him, something which Rose denies. Jackie offers to cook for the three of them and get to know the Doctor better. The Doctor calls Rose on her mobile phone from the TARDIS, where he is cancelling the Slitheen "advertisement". When Rose tells him of her mother's offer, he refuses — Rose can stay there if she likes, but he has a universe to see. Jackie sees Rose packing and asks her not to go, but Rose doesn't answer.

The Doctor has caught the hooligan boy that defaced his police box with the words "BAD WOLF" and made him clean off the spray-paint. As the boy scampers away, Mickey stops by and speaks to the Doctor by the TARDIS. Mickey cannot believe that the papers, such as the Evening Standard, are already saying the whole incident was a hoax. The Doctor gives Mickey a compact disc containing a computer virus that will wipe all trace of the Doctor's presence on the Internet and asks him to use it. He also offers Mickey a place in the TARDIS, but Mickey says that the Doctor's world is not for him. He asks the Doctor not to tell Rose he said this, however. Rose arrives with a backpack full of her belongings, tossing it to the Doctor and playfully telling him that he is now stuck with her. Rose says goodbye to Mickey and Jackie, assuring her mother that the TARDIS is a time machine — she can travel all over the universe and be back within ten seconds. Rose asks Mickey to come along with them but the Doctor, following Mickey's wishes, pretends that Mickey is not welcome.

Rose and the Doctor enter the TARDIS and it dematerialises. Jackie waits ten seconds, but it does not return, and she walks back towards her flat. Mickey unfurls his newspaper about the aftermath of the recent crises, planting himself on a rubbish bin. He stays in the street and continues to wait.

The Ninth Doctor, Rose and new companion Adam have travelled forward in time to the year 200,000 and land aboard Satellite 5, a space station in Earth orbit during the Fourth Great and Bountiful Human Empire. Earth in this time period is at its height, covered with megacities, five moons and a population of 96 billion, the centre of a galactic domain that stretches across a million planets and species — or, at least, it is supposed to be. Adam faints in shock, leading to the Doctor to tease Rose "he's your boyfriend", to which she replies "not anymore".

The trio make their way around the station, the Doctor telling Adam that he will enjoy this period as human culture is at its peak, with fine manners and cuisine. When the station comes to life with junk food vendors and people pushing each other around — and no sign of any species other than human — the Doctor is puzzled, as this does not quite fit with what he knows of this period's history. He decides to investigate, suggesting that Adam and Rose go get something to eat. He uses his sonic screwdriver on a cashpoint, retrieving a credit stick which he gives to Adam.

The Doctor meets Cathica and Suki, who are journalists aboard Satellite 5. The Doctor uses his psychic paper on them and poses as management to question them about the station. Cathica sees this as an opportunity to get promoted to management's "Floor 500", which is rumoured to have walls of gold. She answers the Doctor's questions, showing him that Satellite 5 is a news station, broadcasting 600 channels across the Empire. However, they are being observed suspiciously on security monitors by the Editor, a pale man standing in a dark, icy room. He orders a security check to be done.

Meanwhile, Adam seems overawed by everything around him and says that he misses his family. Rose lets him use her "superphone" to call his family in the past, and he leaves a message for them on their answering machine. As the Doctor calls them over, Adam gets a thoughtful look on his face and pockets the superphone.

The Doctor, Rose and Adam are taken into a room where other reporters sit arranged in a circle around a chair. Cathica sits in the central chair, engages the safety protocols and snaps her fingers, opening a port in the centre of her forehead through which her brain is visible. On her cue, the others press their hands to the panels in front of them and an energy beam spikes down from a hub above, streaming information directly into her brain. Cathica is acting as a processor for the computer systems that broadcast all the news from Satellite 5, though she will not retain all that information once the link is severed. The Doctor explains that each reporter has a chip in his or her head as well, which receives the packaged information from Cathica and then transmits it to their separate channels. Adam is amazed at the technology, but the Doctor says that it is the wrong technology; there is trouble afoot.

The Editor's security check turns up nothing, but he is unconvinced. A second sweep reveals someone in the newsroom is having unauthorised access to the systems and isolates the intruder as Suki. Her records have an encrypted, secondary biography attached to them. The Editor terminates the transmission abruptly and reports obsequiously to something that growls unintelligibly from the ceiling of the control room. The Editor sends a message to the newsroom, saying that Suki has been promoted to Floor 500. Adam is still feeling a bit overwhelmed by all that he is seeing and tells Rose he is going to "acclimatise" by himself on the observation deck. Suki says her goodbyes to Cathica and gets on the lift. Cathica does not expect to see her again. Once you go to Floor 500, you never come back. Floor 500 appears deserted and everything is covered in frost and snow. Wandering around, she is shocked to find a newsroom populated by shrivelled corpses. Following the light streaming in from an open door, she finds the control room and is greeted by the Editor. He displays her records on a holographic screen, and immediately concludes that her life story as given in her job application is a lie — she is actually the last survivor of an anarchist underground group called the Freedom Fifteen. Suki points a gun at the Editor, demanding to know who controls Satellite 5. The Freedom Foundation has been monitoring the broadcasts and has discovered that the facts are being manipulated and that the system is corrupt. He introduces her to the Editor-in-Chief, up above. The unseen creature is impervious to Suki's gunfire, and she screams as it descends towards her.

Meanwhile, the Doctor is asking Cathica more questions. She finally realises that the Doctor is not really management and asks him not to get her involved, but the Doctor points out that she's a journalist. There have been various vague conflicts and threats from all over the Empire that has somehow resulted in a complete lack of alien immigration aboard, and she has not questioned enough to notice. The Doctor says the Empire is stunted in both its attitudes and its technology. They should be more advanced and enlightened by now — something is holding it back and has been for the last ninety-one years since Satellite 5 began broadcasting.

At the same time, Adam is on the Observation Deck accessing a station terminal and learning information about the future's technology. He calls back to the past on the superphone, wanting to leave a message on the answering machine about what he has learned, but after a point, the computer denies him access, directing him to the medical labs on Floor 16. There, a nurse informs him that he needs a chip to access the system. He can have a small, invisible Type I chip inserted that will give him basic access or the Type II port like Cathica's, which will link him fully to the archives. After some hesitation, Adam opts for the second option, using the credit stick the Doctor gave him earlier, which he learns has unlimited credit.

While the Doctor accesses the station mainframe, the Editor orders a further check on Rose and the Doctor, discovering that according to Satellite 5's records, neither of them exist. The Doctor and Rose try to convince Cathica that there is something suspicious going on in the station, but Cathica still wants nothing to do with this. The Doctor hacks into the computer and discovers that something is venting a lot of hot air from the upper levels. The Editor secretly allows the Doctor to get the password key for the lift from the systems and Rose and the Doctor travel up to Floor 500. There, they find the Editor waiting for them and Suki's dead body slaved to the computer systems.

The Editor's men grab hold of the Doctor and Rose, and the Editor explains that the Empire is not really human any more — it is just where humans are allowed to live. For the past ninety years, humankind has been controlled and guided by his superior, the monstrous creature known as the Mighty Jagrafess of the Holy Hadrojassic Maxarodenfoe (or, as he calls it, "Max") and funded by a consortium of banks. By manipulating the news and creating a climate of fear, they have controlled the economy and kept the borders closed; the human race does not even know that it has been enslaved. Those who suspect the truth are detected because of the chips in their heads, and the Editor gets rid of them.

Meanwhile, Cathica has changed her mind and uses the passkey to go to Floor 500, where, unseen, she watches the Editor question the Doctor and Rose. The Doctor notices Cathica watching and audibly observes that the Jagrafess's metabolism generates a lot of heat, which is why it needs to be vented from the upper floors. The station is its life support system.

Down below, Adam, recovered from the surgery, enters the newsroom and activates his Type II port with the default command: snapping his fingers. He uses Rose's superphone to call his parents' house again, leaving another message which he says will sound like white noise but he will translate later. He calls for the information spike and begins recording it. Suddenly, the Editor gains the knowledge of who the Doctor is: the last of the Time Lords, and Rose is his companion. The Doctor tries to deny it, but the Editor shows him Adam accessing the satellite's archives — when he did so, the Editor gained access to everything Adam knew, including his knowledge of the TARDIS. The Doctor declares that he would die before giving the Editor access to his ship, but the Editor tells him that he can die all he likes; he doesn't need him when he already has a TARDIS key, which slips out of Adam's pocket and begins to float in front of him. The Editor states that, with the TARDIS, they could rewrite history or even prevent mankind from ever developing.

Having heard all this, Cathica goes to Floor 500's newsroom and links herself up so she can override the safety protocols and sever Adam's connection. She then reverses the environmental systems, heating the floor up. The Editor tries to terminate Cathica's link but she fights back. The entire station shudders and people start to run around in a panic. Rose gets free of her bonds, using the sonic screwdriver to release the Doctor. As the Jagrafess starts to overheat, the Editor tries to leave, but Suki's corpse somehow grabs hold of his foot, stopping him. The Editor screams as the Jagrafess expands above him and explodes. The Doctor and Rose find Cathica in the newsroom. He snaps his fingers and closes her connection port, smiling proudly at her — she used what she knew and what the Doctor told her to defeat the Jagrafess. The Empire's development can now get back on track.

The Doctor is, however, furious at Adam's actions, and returns him to his own time in the TARDIS, at his parents' house. The Doctor uses his sonic screwdriver on the answering machine inside the building, setting it to overload the device until it explodes, destroying the phone and preventing any information from the future from being leaked to the past. The connection port in Adam's head, however, is something he will have to live with for the rest of his life — and something he will have to be careful not to reveal lest he be dissected. Adam will have to live a quiet and ordinary life, as all it takes is a simple snap of the fingers to reveal his secret. Adam pleads with the Doctor to take him with him, saying he is sorry. The Doctor replies that he only takes the best; he has Rose, and he and Rose leave in the TARDIS as Adam's mother comes home.

Adam's mother greets him happily as it has been six months since she saw him last. She muses on how time can pass just like that, snapping her fingers — and her expression changes to horror as the port in Adam's head opens.

Meanwhile, Rose is working undercover in the cafeteria as a dinner lady. At lunch, she complains to the Doctor about the last two days. He mentions that it was Mickey who alerted them to something odd going on and rightly so: everyone at the school is unusually well-behaved and there is something odd about the chips. Rose eats a few, saying she enjoys them. The school menu has been designed by Mr Finch himself to improve concentration and performance. Another teacher, Mr Wagner, approaches Melissa, one of the students. He tells her Milo has failed him, so she is being moved to the top class. He also summons another student, Luke, but not Kenny, who is overweight and not allowed to eat the chips. The Doctor observes all this, then looks up and sees Mr Finch gazing down on the cafeteria floor, watching everything.

In the kitchen, Rose watches the other kitchen staff, all wearing protective gloves and face masks, bringing in a large barrel. One of the dinner ladies warns them not to spill a drop. Mickey calls Rose on her mobile phone, telling her about the massive UFO activity he has discovered around the area. However, his online investigations are being blocked by something called Torchwood. Rose, in turn, tells him the kitchen staff were all replaced three months ago with new personnel. As they speak, the barrel slips, spilling something on one of the staff, who starts to burn. The others usher her into a side room. Rose starts to phone for an ambulance, but is told not to worry, she is all right, even as Rose hears screams and lots of smoke billows out of the side room. Rose glances down at the barrel, which is leaking a golden, oily substance.

In the maths classroom, Mr Wagner tells the children at their computers to put on their headphones. The screens flicker on. The monitors display a green, rotating cube with rapidly scrolling, alien-looking symbols and text. The children, as if entranced, type on their keyboards with incredible speed. Clearly, something is very wrong.

Mr Finch shows a journalist, Sarah Jane Smith, around the school. Sarah has been assigned to write a profile on him. Finch explains that one of the policy changes he has made is free — but compulsory — school dinners. In the staff room, the Doctor is speaking to Mr Parsons, head of History, who tells him of the extraordinary knowledge of his students since Finch became Headmaster: one of his students gave him the exact height of the walls of Troy in cubits. Also, the day after Finch arrived, seven teachers came down with flu, and were replaced by strange new ones. In the Doctor's case, the former physics teacher he replaced abruptly resigned when she won the lottery, despite the fact that she never played, claiming the ticket was posted through her door at midnight. Mr Finch brings Sarah into the staff room, and the Doctor smiles delightedly at unexpectedly seeing his old friend, but introduces himself as John Smith. Sarah remarks that she once knew a man who went by that name. When she learns "Smith" is a new teacher, she asks if he has noticed anything odd. She has lost none of her inquisitive nature, and the Doctor is elated, although he does not reveal his real identity to her.

As the Doctor wanders the halls in a slight nostalgic haze, Kenny goes into the Maths room. He is shocked to glimpse a bat-like creature under one of the desks. It transforms rapidly into Mr Wagner. Wagner tells Kenny to leave and the boy beats a hasty retreat.

That night, Sarah Jane Smith breaks into the school to explore, even as the Doctor, Rose and Mickey do the same. The Doctor sends Mickey to the maths department and Rose to get a sample of the oil, while he checks the headmaster's office. There are sounds of flapping and the occasional shriek through the school, and winged shadows flit across the walls.

Sarah, trying to break into Mr Finch's office, notices she is being watched. She enters a storeroom — where she finds the TARDIS. Stunned at seeing the ship again, she backs out of the room into the gym, where "John Smith", now wearing his long coat, is waiting and says, "Hello, Sarah Jane." Sarah manages to say, "It's you...Doctor! Oh, my God, it's you, isn't it? You've regenerated..."

The Doctor replies that he has done so "half a dozen times since we last met." Sarah remarks he looks "incredible", and he says she does too, but she dismisses it as being true for herself and says she has grown old. She then reveals she had waited for him and thought he had died, and in response, the Doctor speaks to her of the Time War for the first time: "I lived. Everybody else died." Sarah Jane is still in disbelief until they hear a piercing scream and run towards the sound; now she knows this is the Doctor.

Along the way, they run into Rose; the Doctor introduces the two and Sarah comments on Rose's youth. The scream turns out to be Mickey, who opened a cupboard, only to be covered in shrink-wrapped rats. Sarah suggests the rats are for dissection, suggesting cattily that maybe Rose isn't old enough to have gotten to that point in school, but Rose retorts that rat dissection hasn't been performed in schools for years, making a snide dig at Sarah's age. As they head for Finch's office, and Sarah and Rose begin to bicker, Mickey laughs and tells the Doctor, "The missus and the ex — welcome to every man's worst nightmare!"

The Doctor suggests that the rats may be food for something. When he and the others enter Finch's office, they find what that "something" is; large, bat-like creatures hanging from the ceiling, asleep. They back out hurriedly, but as the door shuts, one of the creatures wakes and shrieks. Outside, the Doctor tells the others that when Finch arrived at the school he brought twelve staff members with him, so they've got thirteen giant bat people to deal with. He is about to head back inside despite the danger so he can use the TARDIS to analyse the oil sample Rose procured, but Sarah tells the Doctor she may have something that can help him. To the Doctor's excitement, in her car boot is an inactive and rusty K9 Mark III, with one of his side panels missing. Sarah explains that one day the robot dog just stopped working and she could not repair its advanced technology.

Not knowing that they are being trailed by Mr Finch and another bat-creature, the group go in Sarah's car to a nearby café, where the Doctor repairs K9. Mickey teases Rose about her jealousy, while Sarah asks the Doctor if she did something wrong since he never returned for her after his visit home. In an intense moment, the Doctor tries to brush it off, saying that she was getting on with her life. Sarah replies that he was her life: the hardest thing was adjusting back to mundane life after all she had seen. She asks him why he could not have come back. The Doctor looks dour, but does not reply.

K9 comes to life and recognises the Doctor, who smears some of the oil sample on its eye sensor. K9 determines it is Krillitane oil. The creatures are Krillitanes, a composite species who take the best physical parts of other species they conquer. The Doctor did not recognise them because they had looked different when he had last seen them; basically humans with Giraffe necks. He realises that they are doing something to the children.

As they leave the café, Rose is struggling to come to terms with the realisation that she's not the first person the Doctor travelled with. She tells the Doctor how troubled she is that he's never mentioned Sarah despite the two once being as close as they are now, and that she feels like she's seeing her own future and will end up just being left behind like all his other companions. The Doctor promises he will not just leave her, explaining that he did not go back for Sarah because it would have been too hard: "I don't age. I regenerate. But humans decay, you wither and you die. You can spend the rest of your life with me. But I can't spend the rest of mine with you. I have to live on, alone. That's the curse of the Time Lords." Hearing the phrase "Time Lords", Mr Finch sends the other Krillitane to swoop over and scare them.

The next day they all return to the school. The Doctor sends Rose and Sarah to discover what is inside the computers, and Mickey to stay in the car with K9 as surveillance — a task Mickey compares to being "sent to the back of the class with the safety scissors and glitter". The Doctor himself confronts Mr Finch at the swimming pool, where Finch confirms he is a Krillitane named Brother Lassar and the wings are a recent addition to their form: what the Doctor sees as human is merely a morphic illusion. Surprised to see a Time Lord, Lassar calls them a race of pompous, dusty senators, afraid of change and chaos and now all but extinct. He can sense that the Doctor is different but still refuses to reveal his plans, challenging him to work it out. The Doctor quietly replies that he had much more mercy when he was younger, and that this is his only warning. Lassar replies they are not even enemies and smugly promises that the next time they meet, the Doctor will join with him.

Working on the computers with the sonic screwdriver, Sarah and Rose get into an argument about who has had more experience time travelling, yelling the names of the different monsters they have met. Sarah settles it when she mentions the Loch Ness Monster, but both women soon realise the argument is pointless and begin to bond by comparing notes on the Doctor (Sarah is very amused to hear from Rose that the Doctor still strokes parts of the TARDIS). When the Doctor himself enters, they burst into laughter, much to his confusion.

Lassar tells the other Krillitanes that they are moving to the final phase: the school will be sealed and they will become gods. Even though it is break time, the intercom calls all pupils to class and the staff to the staff room. All the pupils appear strangely happy that the break has ended early, except Kenny, who hesitates, but eventually follows the others inside. The Krillitanes begin by devouring the rest of the staff.

In the maths room, the Doctor finds the computers fixed with a deadlock seal which the sonic screwdriver cannot breach. Lassar seals all of the school's exits while Mr Wagner activates the computer program which the children begin working on again. Kenny cannot get out of the school, but he manages to attract Mickey's attention. Mickey tries to reactivate K9 but he doesn't respond so Mickey hits it in frustration which makes it come to life. Mickey asks K9 if it has some way to get through the locked doors in the school and it reminds him they are in a car. Mickey is initially confused by this answer but then realises what the dog means and shouts for Kenny to get out of the way.

Rose, Sarah and the Doctor watch the symbols flash on a large screen. The Doctor works out that the Krillitanes are trying to solve the Skasis Paradigm. He explains that the Paradigm is the God-Maker, the Universal Theory; whoever solves it can control the building blocks of the universe — all of time, space and matter. The Krillitanes are using the children as a giant processing device and are boosting their intelligence using the oil. Rose points out that oil is on the chips which she has been eating. The Doctor then gives her a complex sum which she instantly answers correctly, much to her shock. Sarah asks why the Krillitanes are using children instead of adults and the Doctor replies that the God-Maker needs imagination to be solved and adds "they're not just using the children's brains to break the code. They're using their souls." At this point, Lassar reveals himself and asks the Doctor to join them, tempting him with the ability to change the universe, to save everyone, even restore the Time Lords. He offers Sarah and Rose the chance to travel with the Doctor forever, never growing old. The Doctor appears tempted, but Sarah reminds him that pain and loss define them as much as happiness or love: everything has its time and everything ends, whether a world or a relationship. The Doctor picks up a chair and hurls it at the screen, smashing it. He, Rose and Sarah flee the room.

Mickey crashes the car through the front doors of the school, and he and Kenny rush back inside. Lassar shrieks, summoning the other Krillitanes, who transform into their bat-forms. Mickey and Kenny meet up with the others and run into the cafeteria, pursued by the bat creatures. Lassar tells them he wants the Doctor alive, but to eat the others.

As the Krillitanes attack, one of them is shot down by a laser and K9 appears in the doorway, blaster at the ready. The Doctor tells K9 to hold them off while they retreat. However, K9's battery is failing and Lassar tells the Krillitanes to ignore "the shooty dog thing" and get the others. In the physics lab, the Doctor realises the solution is the oil: the Krillitanes have changed their physiology so often that even their own oil is toxic to them now. As the Krillitanes start bashing down the door, the Doctor tells Mickey to get the children unplugged and evacuated. Kenny triggers the fire alarm, the high-pitched sound hurting the bat-like ears of the Krillitanes and stunning them long enough for the Doctor and the others to get past to the kitchens. However, this doesn't work for long; Lassar simply punches through the wall and rips out the power lead to the alarm.

Mickey runs into the computer room and yells for the children to leave but none of them respond. After a few moments, he unplugs the computers which snaps the children out of their trances and they begin to evacuate. In the kitchens, the Doctor finds the barrels of oil are deadlock sealed. He gets the others out while he and K9 stay behind. K9 tells the Doctor that the barrels will not withstand a direct hit from his laser, but as his batteries are weak, he has to remain. The Doctor protests, knowing that K9 will be caught in the explosion, but the dog replies there is no alternative. Sadly, the Doctor bids his old friend goodbye, calls him a good dog and exits the building. The Doctor takes Sarah's hand and while she asks about K9, drags her away from the school.

Brother Lassar and his brethren enter the kitchen in human form, searching for the Doctor. Lassar mocks K9 when he sees him, but K9 shoots a barrel, spilling the toxic oil over the aliens. Lassar snarls to K9, "You bad dog"; the dog replies, "Affirmative." The explosion takes out a large chunk of the school. The pupils cheer the school's destruction and hail Kenny as the hero who did it. Sarah weeps over K9's sacrifice as the Doctor comforts her.

Later, Sarah enters the TARDIS in a park. The Doctor suggests that Sarah join them, but Sarah declines, saying it is time she found a life of her own. Mickey asks if he may join them in the TARDIS; he wants more than just to be their 'tin dog' and is ready to see the universe. Sarah says they need a Smith aboard the TARDIS, and the Doctor agrees, although Rose does not look pleased.

Before Sarah goes, Rose asks her what to do and wonders if she should stay with the Doctor. Sarah reassures her that some things are worth getting your heart broken for and adds that if someday, Rose needs to, she should find her. Outside, Sarah thanks the Doctor for her time with him. The Doctor asks if there has been anyone special. In jest, Sarah tells him that there was one man whom she travelled with for a while, but he was a tough act to follow. She asks the Doctor to say goodbye properly this time — and he complies, saying, "Goodbye...my Sarah Jane!" He smiles at her and they hug tightly, with Sarah looking to be on the verge of tears. Sarah then watches the TARDIS disappear, but as it does so, a brand new K9 is revealed. K9 explains that the Doctor rebuilt and improved him. Happily, Sarah orders K9 home: They have work to do...

In 16th century London, a nymph, Lilith, is serenaded from her balcony by a lute-playing swain, Wiggins. Seeing how much he desires her, Lilith allows him entrance to her home. However, upon entering, he is shocked to find it full of horrifying witching artefacts — not what he would expect a beautiful girl to have in her home. Lilith kisses Wiggins, but on pulling away, he finds her transformed into a hideous, wrinkled old hag. She decides to introduce her suitor to her two "mothers", Mother Doomfinger and Mother Bloodtide. Much to Wiggins' horror, the two mothers cackle and pounce on him, apparently devouring him and/or tearing him to pieces. Lilith cackles evilly and states that at the hour of spoken words, they will be freed and the Earth will perish.

Meanwhile, the TARDIS lands in the same time period sometime later. Martha Jones steps outside and is amazed by the fact they have gone back in time. Martha questions when they are, but the Doctor quickly pulls her back, keeping her from being struck by the contents of a chamber pot. The Doctor tells her it's "before the invention of the toilet", apologising. However, Martha takes the event in stride as she has seen worse things in hospital. She then questions whether it is safe to walk around in the past, citing familiar time travel paradoxes such as the grandfather paradox and the so-called "butterfly effect". She frets over her reception as a black woman in a time when slavery still exists. The Doctor points out that he's not even human and she should just walk around like "[she] own[s] the place", just as he does.

They walk around the town and the Doctor says Elizabethan England is far more like the 21st century than Martha might think. He points out there are things similar to the future: recycling, water cooler moments and people thinking the Earth will burn in flames - aka global warming. The Doctor deduces both their location and the year: near the Globe Theatre in 1599. Among the facts that the Doctor lists are that it's not really a globe, but a tetra-decagon; it's also brand new and recently opened for the plays written by the great writer himself. He offers to take Martha to the theatre, which she happily agrees to. The Doctor tells her that when she gets home, she can tell everyone she's seen Shakespeare. However, Martha gleefully and sarcastically retorts that she would get sectioned.

At the Globe, Love's Labour's Lost is on. Martha tells the Doctor how much she loved the play (it was worth putting up with the horrible smell of the crowd) before pointing out that the male actors are dressed as women. The Doctor jokes, "London never changes". Wanting to see the author himself, Martha starts what the Doctor thinks might be the first crowd chant for Shakespeare. The author himself comes on stage with the crowd cheering; he's quite a bit different from his portraits: he's not bald or wearing a collar. The Doctor goes on about how much he admires Shakespeare, but turns out to be wrong about the consistency of the Bard's genius when he asks the audience to shut their "big fat mouths". Martha tells the disappointed Doctor he shouldn't meet his heroes.

Shakespeare then announces there will soon be a sequel, Love's Labour's Won; it will answer the questions Lost left behind. Watching from above is Lilith, dressed as royalty. When Will is about to announce when the play will be performed, she takes control of his mind with a puppet and he declares that it will be tomorrow night. The Doctor is left bewildered by Will's sudden behaviour. As they leave the theatre, Martha asks why she has never heard of Love's Labour's Won. The Doctor knows of the lost play as it appears in the listing of Shakespeare's works, but the play itself is non-existent. Martha asks if he has an advanced gadget for recording things; they could record the play and sell it back in the 21st century, make a fortune. The Doctor tells her no; Martha agrees that would be taking advantage of time travel the wrong way. He decides to find out more about why the play never published.

At The Elephant, Will and his actors are given beer by Dolly Bailey, the landlady. Also in the room is Lilith, disguised as a maid. The actors ask Will why he announced the play for tomorrow instead of next week as they planned. He promises that he will have the last scene finished by the morning. The Doctor enters and Shakespeare tells him to leave, thinking him a fan who wants an autograph or a portrait done with him. He is in no mood for the Doctor to ask him where he gets his ideas, but upon seeing Martha, he stops dead and then suddenly changes his tune, welcoming the two travellers to his table. Recognising the signs, the actors excuse themselves; to them, it looks like Shakespeare has found a new muse. Shakespeare is confused by Martha's "fitted" clothing and the Doctor explains she's from "Freedonia".

Upon trying to pass himself off as "Sir Doctor of TARDIS" via the psychic paper, the Doctor is shocked to find that Shakespeare sees it as blank. Martha is confused by this as she sees the Doctor's title on the paper. Shakespeare remains adamant about what he sees and the Doctor explains the psychic paper, noting that Shakespeare's immunity to the paper proves that he is an "absolute genius". Shakespeare takes interest in the word "psychic" and wonders who the Doctor is. However, his attention shifts to Martha, whom he tries wooing, describing her as "a queen of Afric" or a "blackamoor lady", which she finds slightly offensive. The Doctor says it's "political correctness gone mad".

At that moment, Lynley, Master of the Revels, barges in, demanding to see Shakespeare's script before he allows the play to proceed. Shakespeare tells him that the play will be given to him tomorrow morning; however, Lynley arrogantly declares that the Master of Revels does not work to an author's schedule. He again demands the play, but Shakespeare insists it's not ready yet. Insulted, Lynley declares that this slight means he will ensure the play will never be performed, even if it's the last thing he does; he will return to his office for a banning order. Martha assumes that this explains why Love's Labour's Won was never shown and is quite disappointed by the lack of mystery.

Lilith, having overheard Lynley, contacts her mothers to warn them; they insist that the play must be performed the next night. She tells them to calm down and chant with her, adding hair she secretly took from Lynley to a doll; it is now a voodoo doll, which Lilith plunges into a bucket of water. The Doctor, Martha and Shakespeare hear a commotion in the street and run out, where Lynley is seen vomiting water as he drowns on dry land. Lilith stabs the doll in the chest, and Lynley collapses, dead.

Martha and the Doctor try helping him, with the Doctor noting that it's like something struck Lynley's heart. Martha attempts CPR but is shocked to find Lynley's lungs full of water. The Doctor calmly announces to the crowd that Lynley has died a natural death, of a sudden imbalance of the humours. He asks for a constable to take Lynley's corpse; Lilith offers to fetch one, walking off with a hidden grin on her face. Confused, Martha asks the Doctor why he told the crowd a lie. The Doctor whispers that they've still got "one foot in the Dark Ages", and any seemingly unnatural answer would lead them to think that it was witchcraft. When Martha asks what actually killed Lynley, the Doctor responds, "witchcraft", confusing her further.

Inside the inn, they wonder about Lynley's murder, but Shakespeare is equally confused by Martha's training as a doctor, wondering what kind of land Freedonia is. Martha defends herself by saying that in Freedonia, women can have any profession they want. The Bard then asks the Doctor how he can have eyes so old for someone young; the Doctor replies he does "a lot of reading". Shakespeare sees it as a trite reply, something he'd do himself; both would rather not go into detail if they can help it. He then notes Martha looks at the Doctor like she's surprised that he even exists.

Dolly informs the Doctor and Martha that she's prepared a room for them. Shakespeare explains he still has to finish writing the end of the play and bids the Doctor goodnight, saying he will solve why the constant performance from him tomorrow. The Doctor then gives Shakespeare his "All the world's a stage" line before retiring for the night.

Martha is less than impressed with the room, complaining she doesn't even have a toothbrush. The Doctor gives her one from one of his pockets, explaining it contains Venusian spearmint. An excited Martha says these oddities remind her of Harry Potter; with a smile, the Doctor tells her "Wait to till you read book seven. Oh, I cried." She then asks if magic really exists, to which he states it doesn't — this looks like magic but isn't. Martha defends herself by stating that she's only just started believing in time travel. The Doctor gives a disgruntled Martha mixed signals by casually sharing the single bed with her only to show no interest, then dismissing the idea that a mere human could be channelling the psychic energy and bemoaning the lack of Rose's insight. He attributes this to Martha being a novice to time travel and ponders taking her back home tomorrow, leading a hurt Martha to blow the candle out in a temper.

Meanwhile, Lilith entrances Shakespeare in his room with a potion and, using a marionette, compels him to write a strange concluding paragraph to Love's Labour's Won. She is discovered by Dolly, who had just finished her work to help "relax" Will. Lilith shows her true face, scaring Dolly with a snarl. Upon hearing another scream ring through the inn, the Doctor and Martha run in to find Dolly's body as Shakespeare wakes; the Doctor notes that Dolly's heart gave out from a powerful fright. Through the window, Martha sees Lilith flying away on a broomstick. When asked by the Doctor what she saw, Martha answers, "A witch".

In the morning the Doctor, Martha and Shakespeare are none the wiser about what has happened. Correctly guessing that Shakespeare is central to the witch's plot, Martha accidentally mentions to Shakespeare he will write about witches. Shakespeare then remembers Peter Streete spoke of witches; he was the architect for the Globe Theatre. This leads the Doctor to investigate the Globe next. There, he wonders why the theatre is tetradecagal, knowing he's heard of something before that involves the number 14, but can't seem to remember it. The Doctor asks Shakespeare why the Globe was designed like this and he explains the architect thought it allowed the sound to carry well. When questioned as to the whereabouts of Peter Streete, Shakespeare says that he was admitted to Bedlam, which the Doctor decides is their next stop. Shakespeare follows after him after giving his actors the final draft of his play. He tells them the Queen may come, before muttering "As if. She never does."

The actors rehearse, with the lead actor reading what he thinks is gibberish; he guesses Will was dozing off as he wrote it. This alerts the witches, who say it's too soon for their spell. However, Lilith assures them it's just a preview of what's to come that night. They all cackle in glee as a spirit appears to the actors before they can finish reading the spell. It fades away into cinders without a word, making the duo swear to keep it a secret for fear of getting committed to Bedlam.

Once at Bedlam, Martha and the Doctor are disgusted to learn that the patients are whipped to entertain the gentry but Shakespeare defends its purpose, saying that fear of the place helped "set him right". The Doctor notes that Shakespeare fell into depression after his son's death, and the Bard admits he began to question the futility of existence, quoting "To be or not to be", from his future play when explaining what he felt then. The Doctor advises him to write it down, but Shakespeare wonders if the line is a "bit pretentious". The three of them are led into Streete's cell, where the Doctor finds he is suffering from catatonia.

This visit causes Lilith to sense something is amiss; she and her mothers look into their cauldron and find the Doctor at the mad house with Shakespeare. Lilith notes the Doctor was at the inn with Shakespeare and smells of something new. Fearing that they would be revealed if the Doctor can get Peter to talk, Lilith has Doomfinger transport herself.

In the cell, the Doctor uses his telepathy to help Peter think that all the horrible things that happened to him were nothing more than an illusion, calming the man and making him aware of their presence. On the Doctor's order, Streete reveals that witches spoke to him and made him design the Globe to their design, not his own; once he had served his usefulness, they snapped his wits to keep him quiet about their plans. Once he reveals to the Doctor that the witches were based in All Hallows Street, however, Mother Doomfinger suddenly appears in the cell and kills Peter with a touch to the heart. Martha yells to be let out of the cell but is told by the Doctor that it's pointless, as the entire building is yelling that.

Doomfinger looks around to stop the heart of her next victim, asking who would like to go first. The Doctor steps forward to confront her; Doomfinger explains no-one on Earth has knowledge of them, but the Doctor, who has been listening carefully, begins narrowing down the facts: humanoid females that channel energy into power through words. The Doctor figures out that the 14 walls of the Globe are based on the 14 stars of the Rexel configuration. He then names Doomfinger a Carrionite, which causes her to disappear. The Doctor explains the Carrionites produce their "magic" through an ancient science based on the power of words.

In the witches' home, a wheezing Doomfinger rejoins Bloodtide and Lilith; she tells them that the Doctor knows of their nature - he spoke their true name. Lilith promises to kill the Doctor as the bells ring outside. She instructs her mothers to go the Globe and wait for her; Lilith will be waiting for the Doctor to find their home so she can kill him and put an end to his threat to their plans.

Back at The Elephant Inn, the Doctor explains that the Carrionites vanished at the dawn of the universe; thus it was left to debate whether they were actually real. "I'm going for real," Shakespheare quips. However, it seems some of the Carrionites are back. How they managed to get back is quickly figured out by Martha and the Doctor; when Shakespeare was grieving for his son, he wrote something in a play that allowed them access to Earth. The Carrionites now plan on using Will's brilliant words inside the Globe as an energy converter to bring the rest of their species back; "Love's Labour's Won is a weapon!" The Doctor sends Shakespeare to stop the show whilst he and Martha go to All Hallows Street to thwart the witches.

Per his orders, Shakespeare bursts on to the Globe's stage and tells the crowd that they will be getting a refund, but the play must not be performed. His actors think Will's being a critic about his own work. However, Bloodtide and Doomfinger are there waiting, using their voodoo doll to knock Will out by tapping its head. The actors, assuming Will is drunk, carry him backstage and apologise to the crowd, resuming the play. Amused, Bloodtide tells her sister that no-one that can stop them now; humanity will doom itself.

The Doctor and Martha reach All Hallows Street, with Martha questioning how this could cause a problem, as she's living proof that the world didn't end this year. Annoyed, the Doctor tells her that it's like Back to the Future, where if the past is significantly changed, the entire present day will be rewritten into something entirely different; now fearful, Martha wonders if she's going to start fading away, which the Doctor confirms if they don't stop the witches. The Doctor wonders which house they need to go to before a nearby door creaks open; "Make that witch house."

They confront Lilith, who is expecting them inside. She confirms the Doctor's suspicions: the three Carrionites hope to gain entry for the rest of their species, eliminate the humans, begin a new empire on Earth and spread out from there. Martha, re-enacting the Doctor's actions at Bedlam, tries to neutralise her by speaking the name Carrionite, but Lilith mocks her, since naming only works once. To prove her point she names Martha Jones, rendering her unconscious but unable to harm her more, as she must be out of her own time. Lilith tries to do the same to the Doctor, but fails, as her psychic power is unable to uncover his real name. She senses a name that could hurt him and tries to weaken him by naming "Rose", but he assures her that that name keeps him fighting and demands to know how the Carrionites came to be on Earth.

Lilith explains the Eternals found the correct word to banish the Carrionites into darkness, but the three were able to escape using the power of Shakespeare's grief over his son — the grief of a genius — and intend to free the others. She approaches seductively, which the Doctor says definitely won't work on him, and then quickly cuts a lock of his hair. Taking flight through the window, Lilith attaches the hair to a doll — which the Doctor says is basically a DNA replication module — and stabs it in the heart, making the Doctor collapse. Believing him to be dead, Lilith flies to the Globe, leaving him and Martha behind. Martha awakens, thinking the Doctor is dead as well, but finds he's still alive — two hearts. With her help, the Doctor manages to re-start his other heart and they proceed to the Globe together to stop the Carrionites.

However, at the Globe, the actors have reached the end of the play. Doomfinger and Bloodtide are joined by Lilith, who tells them of her supposed success. The lead actor recites the final incantation, and a vortex appears in the middle of the Globe. Much to the horror of the audience, Carrionites emerge and swarm the skies outside; laughing wickedly at their terror, Lilith locks the audience in. The Doctor and Martha arrive to find Shakespeare regaining consciousness and rubbing his head in pain. After making a joke about his eventual balding, the Doctor goes on stage to try undoing the damage but finds only Shakespeare can.

Joining the Doctor, Shakespeare is told to improvise a verse to get rid of the Carrionites, as he is the most brilliant wordsmith. The Carrionites in the theatre wither in fear of his words, but William gets stuck on the last one, unable to think of a rhyme. Martha comes up with "Expelliarmus" and the Carrionites — together with all the extant copies of Love's Labour's Won — are sucked back through the portal. Martha, Shakespeare and the actors are left to take their bows before the applause of the audience, who think it was all special effects. The Doctor recovers Lilith's orb and finds the three "witches" trapped, screaming in their own crystal ball.

In the morning, Shakespeare flirts once more with Martha as the Doctor returns from the prop room carrying a skull, which he states reminds him of a Sycorax; Shakespeare states he'll take that word from him as well. "I must be on 10% now," the Doctor thinks. The Doctor gives Will a neck brace for his pain, advising him to keep it as it looks good on him. Looking at the crystal ball, he says he has a nice dark attic in the TARDIS for the Carrionites to scream in for all eternity, and that he needs to get Martha back to Freedonia. However, Will reveals to the Doctor that he actually means they will be leaving this era, and shares his deduction that the Doctor is not of the Earth and that Martha is from the future.

Shakespeare claims that he and the Doctor aren't so different; both are men of great intellect. He ponders rewriting the play but is told not to as it would risk releasing the Carrionites, as they could manipulate him into rewriting the spell. Accepting this, Will announces that he will now focus on writing about sons and fathers in honour of his son, Hamnet. Martha is surprised by this, asking Will about the name; obviously, Will is going to base Hamlet on his son. For his "Dark Lady", he produces the sonnet, "Shall I compare thee to a summer's day?" in her honour, but is interrupted when two of his actors burst in. To Will's shock, they tell him the Queen has heard of last night's production and wishes to see the play for herself.

Queen Elizabeth enters, much to the Doctor's amusement. However, it seems they have met before in her past; he is deemed her "sworn enemy". The Queen declares, "Off with his head!" This shocks the Doctor as he has yet to meet her, but comments that he is looking forward to finding out what he will do to offend her. He is then forced to run by Martha to keep himself alive. Together they run through the streets back to the TARDIS as the guards run after them and slam the door just as an arrow embeds itself in the TARDIS' exterior before dematerialisation.

Donna Noble is escorted down the aisle by her father, Geoff to her waiting groom, Lance Bennett, at her Christmas Eve wedding. Halfway down the aisle, she is surrounded by a mysterious golden glow. Screaming in horror, Donna dissolves into a cloud of energy that goes flying up through the ceiling. The guests are left baffled. Was Donna just abducted?

In outer space, the TARDIS is orbiting a supernova; the golden energy enters the time machine. Inside, a tearful Tenth Doctor has just finished saying his farewell to Rose Tyler when he looks up to see Donna; she is shocked to find herself in the odd location. He is flabbergasted as to how she ended up in the TARDIS. While the Doctor gets increasingly confused as to how she somehow got inside while the TARDIS was in flight, Donna becomes equally angry and confused as to what's going on.

Donna is irate at being stolen from her wedding and accuses the Doctor, demanding answers; she even threatens to sue him. She thinks her friend Nerys got her back with an elaborate prank. She yanks open the doors and finds herself staring out into deep space. Shocked back to her senses, she realises the Doctor is an alien and what she is seeing is real. The Doctor cannot figure out how she gained entrance to the TARDIS, and Donna demands that he return her to the church. She gives very detailed information as to where it is, since the Doctor is an alien. She spots Rose's shirt and accuses him of having abducted other women. The Doctor tells her it belongs to a friend, but "she's gone".

The Doctor tries to get to the church in Chiswick but accidentally lands the TARDIS near Oxford Street. Donna calls him a Martian, then storms out of the TARDIS. She then sees that the outside is smaller and, going into shock again, she rushes off. The Doctor rushes after her, telling her to go back; however, she is too weirded out to want to. The Doctor then notices that it's December 24, 2007; he wonders why she chose to get married today. Donna tells him that she hates Christmas and plans to honeymoon in Morocco. Donna tries to get a taxi, but the taxi drivers believe that she is dressed for a fancy dress party, drunk, or a drag queen. She goes to a payphone, which the Doctor zaps with the sonic screwdriver to work. Donna calls her mother, Sylvia telling her frantically where she is; the Doctor goes to get her money for a cab. However, the Doctor notices familiar masked Santas. They are the robotic scavengers from the previous year's Christmas, levelling their weapons disguised as band instruments at him. He distracts them by using his sonic screwdriver on the ATM to make it spit out money, causing a crazed rush from the nearby crowd.

He goes off in search of Donna and finds her taking off in a cab, its driver yet another of the robotic Santas. Donna quickly realises her cab is not taking her to the church and finds the Doctor has engaged the TARDIS in pursuit of the cab on the highway, watched by two astonished children in the back of a car. The Doctor urges Donna to jump from the taxi to the TARDIS, which she is reluctant to do and asks if the woman he lost trusted him. The Doctor confirms this and assures her the friend he lost is still alive, and tells her to jump, which is echoed by the children watching from their car. Donna, after some hesitation, jumps into the Doctor's arms and the TARDIS spins off into the sky with the children cheering it off.

The TARDIS lands on a roof. Donna sits on the ledge, as the Doctor uses a fire extinguisher to put out flames inside the control room; all that excitement put too much strain on the old girl. He tells Donna that the TARDIS needs some rest before she can be used again; he then notes playfully that for a spaceship, it doesn't really do too well when it comes to flying. Seeing Donna is cold, the Doctor lends her his jacket. She jokes that he is way too skinny as the coat wouldn't fit an average-sized man. The Doctor asks if he missed her wedding, to which she confirms; he tells her that she still has the honeymoon, which Donna passes off as just a holiday.

Donna laughs that it's too bad he doesn't have a time machine; then they could just go back to when she vanished. Not wanting to disturb her more, the Doctor subtly says it would be impossible due to the laws of time; he can't go back along someone's personal timeline. The Doctor gives Donna a bio-damper ring to stop the Santas tracking her; he asks Donna to talk about herself, so he can figure out why she's being targeted. To the Doctor's surprise, Donna missed the Sycorax's attempted invasion the previous Christmas (she was asleep with a hangover). He then learns she works at a security firm called H.C. Clements, where she met her husband-to-be, Lance; she was interested in him because as head of H.R., Donna found it odd he would bother to get coffee for a temp. Donna says they went out for a while and Lance asked her to marry him. (However, as the flashbacks show, Donna was the one constantly pestering him to get married; he eventually gave in.)

The Doctor takes Donna to her reception, where Lance is dancing with Donna's bridesmaid Nerys. Donna is shocked and furious that her friends and family are having the wedding reception without her; Nerys points out that it was already paid for, so they didn't want to waste it. Donna snaps back at her. Sylvia Noble, Donna's mother, demands to know about her bizarre phone call and how she pulled off that disappearing act. The amount of attention she's getting causes Donna to break down and cry; they stop questioning her. Donna gives a wink to the Doctor; she's faking to make them feel bad for her.

The party continues, and during the dancing, the Doctor spots a woman with long blonde hair dancing; it makes him think of Rose, upsetting him again. He then borrows a mobile phone to look up H.C. Clements. He learns the firm is, or rather was, owned by the Torchwood Institute. The Doctor catches sight of the wedding photographer showing someone his camera and goes to see what's so interesting. The Doctor sees the footage of Donna vanishing in golden light, asking for a replay; to his shock, Donna was infused with Huon particles, a source of energy that hasn't existed for billions of years. Horrified, the Doctor realises that the bio-damper can't hide Donna.

The Doctor grabs Donna and they run outside to find the hall surrounded by the Santas. Seeing one of them holding a remote, the Doctor looks back at the trees. When Donna asks why he's concerned about them, he retorts "They kill!" The Doctor yells for everyone to get away from the trees, earning laughter. However, everyone soon goes silent; contrary to what the Doctor believed the ornaments are flying off the trees. The crowd watches in awe until they start crashing into tables and exploding. Everyone, with Angelica being the loudest, panics before taking cover, as the Doctor rushes to the DJ equipment. The Santas enter, with the Doctor taking the mic and telling them they blundered; they let a man with a sonic screwdriver near the sound equipment. Using the speakers, the Doctor creates a sound so powerful it shakes the roboforms apart.

The Doctor scans the head of one of the Santas, realising they aren't scavengers anymore; someone has taken command. The Doctor traces the signal outside, finding that the signal is coming from space. Inside a star-shaped spaceship, an alien calls him a clever boy before cutting the signal. Without a signal, the Doctor decides to investigate H.C. Clements, asking Donna to take him there; she points out that she doesn't have pockets for keys. She drags Lance along since he has a car.

The Doctor asks Lance to take Donna and him to H.C. Clements, learning that after Torchwood One's destruction in the Battle of Canary Wharf, someone else took control of the company; Donna has no recollection of it, claiming she was in Spain, even when the Doctor mentions that there were Cybermen in Spain as well. Donna says she was scuba diving at the time; the Doctor sighs that she's always missing the big picture. The Doctor finds a basement level not on the floor plans and the three go there, finding themselves in a long tunnel that leads to the Thames Flood Barrier. They find transport - segways. The Doctor and Donna exchange glances between each other before bursting out laughing.

At the end of the corridor, they discover a lab filled with tubes of water. The Doctor explains that Huon particles were being created from water and are being stored in liquid form. He explains that his people created them, making Lance ask who he works for; the Doctor tells him he's freelance. The Doctor quickly does a scan of Donna, revealing to her that she's saturated with the particles. The TARDIS is the only other place in the universe where Huon particles exist; when the ones in Donna activated (due to the raging hormones the stress of her wedding day caused), it created a magnetic effect that pulled her inside. He dumbs this down for Donna and Lance by using a pencil and mug to demonstrate his explanation. There is an immense hole in the floor of the room. The Doctor surmises it was dug by Torchwood's laser technology and extends to the centre of the Earth.

As they explore, a half-humanoid, half-spider teleports into the lab. The Doctor recognises it as one of the Racnoss, a race thought wiped out billions of years ago by the Fledgling Empires in the Dark Times. The Racnoss calls herself the Empress. She has fashioned a large web above the pit, where the body of H.C. Clements still hangs. "My Christmas dinner!" the Empress laughs. The Doctor talks to the Empress, wondering if there are any other survivors; this species is a threat as they eat EVERYTHING, destroying whole planets. The Empress defends this as her species are born starving; it's not their fault intentionally, just their biology.

Donna takes control of the conversation to distract the Empress, as Lance sneaks behind it with an axe. However, right as Lance raises the axe to strike, the Empress turns and both start laughing. Donna can't figure out what's going on, making Lance point out she's stupid. The Doctor, who had been suspicious of Lance the moment he heard his job title "head of human resources", sombrely asks Donna how she met Lance again; she says over coffee, before coming to the conclusion she missed before. Lance was spiking her coffee with Huon particles every day; they needed to incubate in a living being until they were ready for use. The Empress needs the Huon particles for what's at the bottom of the hole.

Lance then explains that he only went through with marrying Donna to make sure she didn't leave; he had to put up with tortuous hours of listening to her gab on and on, calling her "the never-ending fountain of fat, stupid trivia". But now, he can finally be free of her and resume his life, callously rejecting Donna's declarations of love, declaring that it "was what made it easy". The Doctor and Donna are targeted by the roboforms under the Empress' control, the Doctor reverses the particle activity with a vial of liquid Huon particles he'd collected earlier. This causes the TARDIS to materialise around them so they can escape; the Roboforms open fire, but the TARDIS shrugs off the shots and dematerialises. The Empress is not thwarted. With the knowledge gained by dosing Donna, she knows how to achieve the same result with Lance. She begins to force feed him the Huon liquid while trapping him in her web.

The Doctor takes the TARDIS to the creation of the Earth to learn why the Empress has dug into the core of the planet. He tempts the distraught Donna into looking, and they notice a Racnoss spaceship arriving to hide from being exterminated by the Fledgling Empires. The Doctor fast-forwards time outside the ship, asking Donna what's happening; she tells him that the Earth is forming around the ship. The Doctor realises that the ship is the actual core of the Earth; that's why the Empress needs Huon particles, to awaken her "children". If that happens, the Racnoss will eat everything and everyone on Earth; worse, they'll likely destroy the planet to free their ship.

As the Doctor explains his realisation, the TARDIS suddenly shakes and the doors shut. The Doctor yells that the Empress has doused Lance with Huon particles and the pull is dragging them back to 2008. However, to avoid directly returning, the Doctor uses percussive maintenance on the extrapolator, which now appears to have TARDIS coral growing around it, to skip sideways into an empty corridor. As he listens at a door, Donna is captured and suspended in the Empress' web. The Doctor realises she is gone, then opens the door to find a black cloaked robot aiming a weapon at him. The Empress activates the Huon particles, which purge from Donna and Lance and fall down the hole. Knowing her fellow Racnoss will be hungry, she prepares to drop meat down for them. Lance asks her to choose Donna; she considers it but decides to send Lance down instead for being rude. With the web severed, Lance falls, screaming. Donna is now horrified of sharing his fate.

Meanwhile, the Empress' ship descends over the city, taken for a Christmas star until it fires on the city, causing panic and destruction; one little girl is nearly electrocuted by a laser before her father pulls her out of the way. The Empress catches the Doctor as he sneaks back into the laboratory, in disguise as a roboform. The Doctor cuts the spider web with his sonic screwdriver, with Donna swinging on a strand to him; however, it's too long and Donna hits a wall with a comedic metallic clank. "Thanks for nothing," Donna sneers.

The Doctor offers the Racnoss one last chance: he will take her kind to a planet where they will threaten no one. She calls him funny, declining his offer, then tells the firing squad to aim, but they shut down as the Doctor calmly says, "Relax". He pulls a remote resembling a very flashy RC car controller from his pockets (which he says are bigger on the inside); the Doctor reprogrammed the roboforms to only obey him. The Empress proudly declares that the roboforms will not be necessary; her children will dine on Martian flesh tonight. The Doctor reveals that he is not from Mars, but Gallifrey.

The Empress is enraged as she exclaims, "They murdered the Racnoss!" The Doctor simply responds, "I warned you... you did this," and holds out a few of the explosive Christmas ornaments ominously. The Empress realises she has gone too far and pleads for mercy, but it is MUCH too late — the Doctor throws the baubles into the air and uses the remote to control them like remote-controlled bombs to blow holes in the tunnel. Water from the Thames rushes in, swirling around the Empress and then reaching and travelling down the hole to the Earth's core, drowning the Racnoss within.

The Doctor stoically — coldly, even — watches as the water pours in, flames rush up and the Empress screams in anguish for her children. Donna's look grows horrified, and it takes her yelling out to the Doctor when they are both soaked, "Doctor! You can stop now!" to snap him out of it, at which point a look of terror comes across his face as well as if he realises what he has done. They escape into the TARDIS while the Empress teleports back to her ship, vowing to scorch the Earth; the Doctor replies that the opening of the Secret Heart and the Webstar's assault on London has drained its energy and left it defenceless. Humanity isn't, however, and the powerless Webstar is blown out of the sky by Challenger 2 tanks under orders of "Mr Saxon", presumably destroying the Empress and the Racnoss species with it.

The Doctor returns Donna home, but she is desolate, having lost her job and her fiancé the same evening. The Doctor uses a burst of energy from the TARDIS to make it snow, hoping to cheer her up. He invites her to join him in the TARDIS. She declines, but encourages him to find someone, recognising he has just lost someone himself and that sometimes he needs someone to stop him from doing something terrible. The Doctor tells her briefly about Rose, and then disappears into his TARDIS.

While their backs are turned, a round panel is quietly pried loose from the domed ceiling of the museum. On the rooftop is a woman in black clothes and a ski mask. She peers down and assesses the security detail. The woman lowers herself from the roof, flawlessly infiltrates the museum without setting off the alarms, and replaces the cup with a mechanical Maneki Neko; when the guards finally turn around at the sound of her releasing her winch on the roof, she waves at them in a mocking fashion. As the alarms go off, she dashes out of the museum and unmasks; she is Lady Christina de Souza, an expert thief. Christina runs out to the street to see someone being arrested, and she says, "Sorry, lover" to her presumed accomplice, getting away with the prize while he takes the fall.

She then takes a back route onto the main road, where she frantically looks for a way out as police move in searching for her, although unaware of her presence. She runs onto a 200 bus to Victoria, where she exchanges her diamond earrings for a bus ride. Soon afterwards, the Tenth Doctor comes onto the bus and uses a psychic paper on the Oyster card scanner. He then sits down opposite Lady Christina.

After enjoying a chocolate Easter egg and engaging in some small talk with Christina, he receives an alert from the rhondium sensor in his pocket that the particles he's been looking for have been detected. As he fiddles with the sensor, he gets inquisitive looks from a young man sitting parallel to him.

The police are still after Christina, since they know she has stolen the cup. Christina is visibly frightened by the sound of the wailing sirens, giving the Doctor reason to wonder if she's hiding something. It looks like the vehicle is about to be pulled over, but whilst chasing the bus through a tunnel, the police witness it disappear in front of their eyes; startled, they set up a perimeter around the area. Meanwhile, the bus passes through a ripple in space and a bright, blinding light flashes out. The passengers scream as the bus is put through the wringer; the metal frame buckles, the windows burst into shards of flying glass, and everyone ducks down in their rows. After the bus takes a hard landing back onto solid ground, the Doctor's jaw is agape at the sight of a completely different environment. Rather than tarmac, street lamps, and dark, rainy nighttime skies, it is now daytime, with sand as far the eye can see in every direction. They have been spat out into a world covered in desert with three suns. The bus has been wrecked in the process of landing, with smoke hissing from its engine and parts of its double-decker roof sheared apart. The bus driver proclaims it unmovable.

The Doctor tells the passengers that the bus has passed through a wormhole into a different world, proving this to them by throwing a handful of sand into the space behind the bus. The sand causes a rippling effect in the air. The same man who eyeballed the rhondium detector points a finger at the Doctor and demands to know if he used it to make the bus end up in the desert. Annoyed for receiving immediate blame from a human on a bus and having dealt with the animosity of the Midnight incident, the Doctor doesn't keep to himself again. Instead, he comes clean and says he was tracking a hole in reality that suddenly grew big and the bus drove into it. He elaborates that the other end of the wormhole was in the tunnel on Earth. Among the passengers is Carmen, who has been hearing mysterious voices since Christina got on. The bus driver announces his desire to return to Earth, and promptly runs through the wormhole, accompanied by the Doctor's, "No, don't!". The other passengers of the bus witness the driver's skin and tissues incinerating, before he disappears into the wormhole with the same rippling effect as the sand.

Meanwhile, on Earth, where the police are watching the wormhole, the driver's blackened skeleton steps out, halts, and then tumbles to the ground. Unnerved, the police wisely decide that this is out of their depth and declare an emergency Code One, calling UNIT to the scene.

After watching the bus driver's death, the Doctor sums up that the metal of the bus protected them from the same fate as the driver when they passed through the wormhole (like a Faraday cage, as Christina states).

Everyone returns to the bus so the group can make sense of the situation. Christina takes charge, introduces herself and the Doctor, then everyone introduces themselves: Nathan, a young adult with slicked up hair, Barclay, about the same age and the one who confronted the Doctor, Angela Whittaker, an older blond woman, Louis, who goes by the nickname "Lou," and his wife, Carmen. Christina notices the Doctor is the brainpower of the bunch and has him fill the rest of the group in on what has happened.

The Doctor explains to the passengers on the bus that they went through the wormhole by accident, but Carmen tells him with some surprising knowledge that it was a doorway put there for a reason. Her husband Lou notes she has had a gift of foresight since she was a girl which has helped them make small wins on the lottery. The Doctor deems Carmen a low-level psychic and theorises the alien sun has amplified her abilities. He asks her if she can see anything. She foretells, "Something is coming, riding on the wind and shining." When asked what she means, she answers, "Death. Death is coming."

Her words send Angela into complete hysterics, Nathan panics no one will find them, Barclay begins to get rebellious, and both Christina and Lou are drowned out by the uproar. The Doctor quells the clamouring bus and regains control, but Angela is still sobbing heavily. He instinctively grips her by the arms to get her attention and asks where she was heading to take her mind off the peril. She replies she was going home to her family, Mike and Suzanne; thinking about them calms her and abolishes her panicky state. The Doctor moves on to Barclay, who has a love interest named Tina; Nathan's dealing with unemployment and Carmen and Lou talk about whose turn it is to cook. The Doctor asks Christina where she was going; she is the only person on the bus with something to hide. She tells him she was going far away, not giving away her thievery. Having defused the tension in the bus, the Doctor reminds the group to focus on those pleasant thoughts so the fear doesn't set in again, then informs them the planet outside is "nothing compared to all those things waiting for you" on Earth. He promises to get them all home.

Back on Earth, the highway tunnel has been shut down as Detective McMillan and the police officers wait to intercept Lady Christina. They find themselves joined by a fleet of UNIT soldiers and weapon-toting armoured vehicles, who secure the area with crisp efficiency. The woman in charge, Captain Erisa Magambo, establishes a strategic hold on the highway, ordering all media presence to be removed and arrested if they cause any trouble and brushing aside DI McMillan as he tries to protest. Captain Magambo puts a firing squad on guard at the wormhole, with orders to shoot to kill if any hostile activity is demonstrated.

In an office in Cardiff, a scientist brings his concerns to Mayor Margaret Blaine over a new nuclear power plant to be built there. It is dangerous, almost as if it had been intentionally built to explode. Blaine asks him if he has told anyone else about his findings. He replies that he did not, and instead went directly to her. She commends him for making the right choice — as she apparently and audibly experiences some gas. As the scientist expresses his relief that Blaine will shut down the project, she reveals herself to be a Slitheen and kills the scientist.

The Ninth Doctor has landed the TARDIS over the Cardiff rift located in the Roald Dahl Plass, using slow radiation leakage to recharge the TARDIS. As the process will take a whole day, he, Rose, and Jack are joined by Mickey Smith and take the opportunity to explore the area. While they enjoy a meal at a restaurant, the Doctor notices to his dismay the front page of the Western Mail, with the headline "New Mayor, New Cardiff" and a picture of Blaine, whom they known as the human form of Blon Fel-Fotch Passameer-Day Slitheen whom they previously had encountered. Since their meeting, Blon has become the Lord Mayor of Cardiff and initiated the construction of a nuclear power plant. However, several people had found significant flaws in the design that could lead to a nuclear meltdown and had approached her about these issues, but they have since disappeared, Blon having killed them herself. During a press conference, a young reporter named Cathy Salt approaches Blon about these deaths and the information they had left behind. Blon thinks she should have a word in private; a loud rumble in her belly gives her an excuse to go to the toilet and she takes Cathy with her. Disgusted as she hears Blon on the toilet, Cathy notes they got there just in time. Blon gets out of her skin suit and plans to kill her, but has a change of heart as Cathy talks about her family and unborn child, realising that she herself no longer has one.

Realising that they must stop Blon, the Doctor's group converges on City Hall and eventually capture Blon after chasing her through repeated uses of a teleporter. She tells the group that the teleporter is how she escaped the destruction of the rest of her family, and that she hopes that, as planned, the meltdown of the plant would open the Rift and destroy the planet, with her using a hidden tribophysical waveform macro-kinetic extrapolator — a pan-dimensional surfboard — to escape the explosion. The Doctor notices that the name of the plant, Blaidd Drwg, is Welsh for "Bad Wolf", a phrase that he has observed before in his adventures with Rose but he shrugs it off as a coincidence. The Doctor tells Blon he will take her back to her home planet of Raxacoricofallapatorius, but Blon notes that the Slitheen family are convicted criminals there and she will be executed upon her return, which the Doctor insists is not his problem.

Jack recognises that the extrapolator can be used to halve the time to refuel the TARDIS, and stays there to install it. Rose and Mickey go out for a drink to discuss their relationship; Mickey, while inviting Rose to a hotel room, claims to be seeing someone else since Rose is not there for him. Rose counters that she knows the woman, that Mickey doesn't even like her and that "that's never gonna happen, so who do you think you're kidding?" She argues that this conversation has nothing to do with Trisha. Mickey says that he can't even go out with a girl from "the shop" because Rose picks up the phone to say she's coming back to present-day Earth and Mickey comes running for her. When Mickey claims he'd wait for Rose for the rest of his life, Rose apologises.

At the request of Blon, the Doctor joins her for one last meal at her favourite restaurant, equipped with bracelets that will electrocute Blon if she gets more than ten feet away from the Doctor. Blon attempts to kill the Doctor through various means, but the Doctor is able to casually block the attempts. Blon then attempts to gain the Doctor's sympathy, bringing up her childhood and her last-minute change of heart over killing Cathy. Though the Doctor dismisses her act of kindness as a way of living with herself, he does sympathise. Before he can agree to take her elsewhere, however, a large earthquake shakes the area.

The group reassembles in the TARDIS, where a bright column of light is shooting up overhead. Jack tells the Doctor that it is the power from the Rift, drawn by the extrapolator. Blon reveals that this was her plan all along — the extrapolator would have been found by someone of sufficiently advanced technology to recognise the Slitheen, and would have activated it, causing it to lock onto the nearest alien power source (the TARDIS in this case), to tear open the Rift and eventually the Earth, while she would have still ridden the device to escape the destruction. Blon takes Rose hostage, choking her, and demands the extrapolator, or Rose will die. The Doctor warns her that this isn't just any ship her device has latched upon - this is the TARDIS. Before she can use the extrapolator, the heart of the TARDIS opens and shines in her face; Blon dreamily looks into the light with a smile, and then beams at the Doctor, emphatically telling him, "Thank you." The light overtakes her, and shortly her skin suit falls empty to the console floor. The Doctor manages to close the TARDIS console and reseal the Rift once more. When they investigate the suit, they find a Slitheen egg; the Doctor surmises as the TARDIS is telepathic, it may have sensed that Blon wanted a second chance and gave that to her. As the Doctor, Rose, and Jack prepare to travel to Raxacoricofallapatorius to deliver the egg, Rose realises that Mickey has left; the Doctor offers to wait for him, but Rose lets him go, allowing him to also have a second chance.

Nathan and Barclay dismantle part of the bus's upholstered seats and bring them to the Doctor, who wants to wedge them beneath the wheels of the bus like duckboards. This will give the wheels enough traction to throw the bus in reverse and back through the wormhole. Using experience from trips to the Kalahari, Christina has them air out the tyres slightly to improve it further by giving the bus some extra grip, as its weight is more distributed. When Barclay is distressed over how deep the wheels will run, Christina produces a fold-up spade from her rucksack to begin digging them out, then a small axe for Nathan to unearth the seats more quickly. This piques the Doctor's curiosity, but he is distracted when Angela asks for a key to get the bus running. The Doctor informs her the bus doesn't use keys, just a master switch and stop and go buttons. She follows his instructions and attempts to start the bus. The engine cranks and coughs, but fails to get going. Christina and the Doctor pop open the 200's hood to find it gummed up with sand. Christina asks if anyone has experience with mechanics, and Barclay states he does. He is assigned the task of stripping the air filter. The Doctor wanders off, causing Christina to chase after him. Unbeknownst to them, they are being watched from a monitor by a creature with insectoid hands.

The Doctor questions Christina about her toting a backpack that she refuses to let out of her sight, which has an axe and spade inside by happenstance. That along with her fear of sirens has him wondering what she's running from. She initially refuses to answer his questions, instead, calling herself and the Doctor "two equal mysteries." After a bit more conversation, however, Lady Christina de Souza announces her full title to him, and they shake hands. In response to her claim of nobility, the Doctor says he is a Lord of a "big estate". Growing savvy, Christina notices the Doctor seems unusually acclimated to the out of the ordinary. He pulls her attention off the subject and exclaims, "Allons-y!" Christina impresses him with some articulate knowledge of the French language herself; "Oui mais pas si nous allons vers un cauchemar." As they continue walking in the desert, they see what appears to be storm clouds approaching. Christina fears it could be a deadly sandstorm, but the Doctor thinks it is something worse. "It's a storm — who says it's sand?" he notes mysteriously.

The Doctor and Christina rush back to the bus as Carmen begins to have distressing visions. He borrows Barclay's cell phone, pulling out his sonic screwdriver and turning it into a superphone. The Doctor then attempts to call someone on Earth. Unsure of the number, he dials Pizza Geronimo by accident. Redialling the correct number, he's connected to UNIT's automated phone system. Angela gives him a tip to hold "0"; it overrides the machine, which allows one to speak with a real person. Through the helpline, the Doctor gets in touch with UNIT at the tunnel. Speaking to Captain Magambo, the Doctor informs her of the crisis, tells her he is stranded without his TARDIS. Magambo connects him with UNIT's scientific advisor, Malcolm Taylor, who is beyond elated to know he's speaking to the one person he's always wanted to meet. Malcolm describes an ingenious process of measuring the wormhole by creating a reflection of its energy readings, which prompts the Doctor to request a capacity scan so he can get a full idea of what the wormhole is like. He deems Malcolm his "new best friend" and hangs up for the time being.

The group sets back to digging the bus wheels out from the sand in order to enable them to move it back through the wormhole. The Doctor and Christina set off to explore the area. They find that the storm from earlier has grown closer. The Doctor takes a snapshot of the storm on Barclay's phone to send to Malcolm for further analysis. From what he and Christina can tell, it looks like a massive sandstorm sweeping across the planet towards them, glinting in the sun as if made from metal. On the bus, Carmen shudders as her visions tell her these things are a storm that devours. At the same time on the dunes, the Doctor and Christina are found and captured by a fly-like alien who holds them at gunpoint with a blaster.

The Doctor and Christina are escorted to the alien's crashed ship, where another alien is waiting. One points a blaster at them and blames the Doctor for their crashed ship. The Doctor soon explains to the two aliens, who identify themselves as Tritovores, that they mean them no harm. He assures them that "the 200", which is how the aliens refer to the bus due to its route number, is trapped on the planet just as they are. The Tritovores, in turn, become more friendly; the telepathic translation devices they use enable them to know the Doctor is not lying. The Doctor then asks them to send a probe out to investigate the sandstorm seen earlier. When told that the ship is without power, he promptly fixes the ship's power to launch it with a well-placed kick. He and Christina learn they are in the Scorpion Nebula on the planet San Helios, which is on the other side of the universe from Earth; the Doctor comments on how Christina got her wish of being "so far away". The aliens explain that they had been on their way to trade with the people of San Helios when their ship had crashed. They show a hologram depicting San Helios as a thriving environment with advanced cities. Christina notices the Doctor treats the visual of the amazing city like he's used to such things, then asks about his title of lordship. He reveals he comes from a race of Time Lords. Christina suggests they should seek out the city in San Helios for help; the Doctor isn't so sure it will be that simple. The Tritovores give the Doctor information that the entire planet became a desert last year, with all 100 billion inhabitants suddenly vanishing along with the city, wildlife, oceans, and mountains. Everything has been reduced to sand, including the inhabitants. The idea of having "dead people" in her hair repulses Christina, whose hair has sand caught in it. She quickly attempts to stroke it out.

The Doctor receives a phone call from Malcolm and Magambo. The wormhole has grown to four miles in length and is heading outward. Neither Malcolm nor the Doctor can understand what could make it grow on its own. Magambo has ordered all aircraft above London grounded to keep others from falling in. She wants him to answer if the wormhole could be dangerous to the planet, but Barclay's phone picks up a call waiting. The Doctor cuts off his conversation, knowing the answer would cause more trouble.

Switching over to the second caller, the Doctor picks up Nathan on the other end, using another mobile phone. Their attempts to get the bus dislodged from the sand have exhausted all the petrol, putting them back at square one, and Nathan wonders if the Doctor can hold true to his promise in spite of the marooned bus. The Doctor does not answer. He leaves the call hanging at the sound of beeping from the Tritovore ship's controls. The probe has reached the storm- turns out, its not a storm.

The camera on the probe is transmitting unsettling footage. It shows that the "storm" is a swarm of billions of carnivorous stingray-like aliens with metal exoskeletons before the transmission is cut off by the probe being eaten by one of the alien stingrays. The Doctor then analyses the alien physique by the data they get and theorises that they must be creating the wormhole effect. Their velocity as a pack is reaching a speed that creates static build-up with enough energy to pierce open the fabric of space. When asked why they don't burn up upon passing through, the Doctor replies that any metal they eat gets extruded into their bones. It has made them immune to the effects of the wormhole because their exoskeletons have transformed into metal. They've been using the portals to jump through space and prey on anything they find edible. Another, scarier realisation dawns on him — all of San Helios has been devoured by these predators. What remains of it, including the dead, makes up the sand of the deserts. Earth is their next target.

The Tritovores and the Doctor plan to get away from the planet before the swarm hits their area, and need to get the crystal power source that makes the Tritovorian ship fly. The Doctor and the two aliens try to bring up the source manually, but the entire system is unresponsive, lacking power. Christina, in the meantime, prepares her cat burgling equipment, and lines down the shaft with her winch. The Doctor stops her just in time before she is electrocuted by a security grid. After disabling it, she makes her way slowly down the shaft. While curiously flipping over the top of her rucksack, the Doctor tells Christina about himself. He talks about how he can travel through time and space in his blue box and some of the places he's been, including the Court of King Athelstan in 924 AD... but he didn't remember her being there. At this, he pulls the Cup of Athelstan out of her bag.

He realises that she's a thief, and she says she prefers to say she "liberated" it. The Doctor doesn't approve of her lifestyle of thievery, but levels with her, admitting he stole the TARDIS from his own people. While Christina lowers down the gravity well, a screech rings out from below. The Doctor remembers they never found out why the Tritovores crashed until he's informed they have an open-vent system. Much like birds being sucked into an aeroplane, he suspects a stingray got pulled into the ship. As he feared, when Christina reaches the bottom of the shaft to get the crystal and its holding brackets, she sees a sleeping stingray behind some metal poles; it quickly stirs from its resting place. The Doctor tells her that it had been dormant from the cold, but the temperature is being raised by her body heat and is waking it up. She replies she has that effect on men, but the Doctor isn't laughing; he urges her to hurry and, once she has the fixture in hand, brings her back up. The alien stingray which was down in the shaft next to Christina gives chase, but it gets fried in the security grid after she turns it back on whilst ascending. As they run away with the Tritovores out of the ship, the Doctor offers them a means of escape on the 200. Before they accept, a deafening roar booms through the ship. The Doctor wonders if the Tritovores collided with more than one stingray, and speculates that it could be munching through the metal sleeve-covered infrastructure of the ship. One of the Tritovores gets ready to escape the ship, but the other goes back to shut down the controls. Another stingray bursts in from above and knocks him over then gulps him down its jaws. The other, in rage, prepares to fire its weapon at the Stingray, but before he can, he is eaten as well.

The Doctor and Christina run to the bus. Once there, the Doctor pitches the crystal into the sand because he doesn't need it since it only worked to power the alien ship's components, not an Earth-built bus. Christina protests she risked her life for it, but the Doctor corrects her: she risked her life for the clamps it was mounted on. The Doctor attaches 4 Tritovorian anti-gravity clamps onto the wheels and uses the 5th to interface the bus steering wheel with the Tritovorian technology. The Doctor calls Malcolm, telling him that they need to prepare to close the wormhole. Malcolm figures out a way to do it and starts on the process immediately.

Integrating the 5th anti-gravity clamp to the bus's steering proves difficult, as the two technologies are incompatible alone; he needs something soft, malleable, non-corrosive and able to conduct electricity, suggesting gold, to act as an interface. Reluctantly, Christina hands the Doctor the Cup of Athelstan along with a hammer upon request. She asks him to "be careful with it" as it is a millennia-old artefact worth 18 million pounds. He promises to do so, then smashes it to bits so it fits between the bus wheel and the anti-gravity clamp controller. In response, Christina says, "I hate you".

Once Malcolm is ready to close the wormhole, Captain Magambo orders him to close it to protect the Earth, despite the fact the Doctor and the passengers of Bus 200 are still trapped on the other side. Morally outraged at the idea of abandoning the Doctor who has saved humanity countless times before, Malcolm refuses to follow her order so they can allow the Doctor to get back to Earth. Drawing her gun on him, Magambo once again orders him to close the wormhole in the hopes of intimidating him. In spite of his fear, Malcolm passionately refuses to close the wormhole, surprising even Magambo.

Their argument buys the Doctor precious time. He is able to make the bus lift out of the sand and into the air, flying back through the wormhole to Earth. However, the swarm is hard upon its heels. The tense stand-off between Captain Magambo and Malcolm is defused when a soldier tells her the bus is safely through, but they are not out of danger. Three of the stingrays have followed the bus through the wormhole; furthermore, if they don't close the wormhole in time, the entire swarm will come through and devastate Earth.

As the Doctor flies the bus across London, he attempts to dodge the stingrays whilst helping Malcolm overcome some technical difficulties via mobile phone. With just seconds to spare, Malcolm is able to close the wormhole just ahead of the main swarm. UNIT are unable to penetrate the metal exoskeletons with ordinary bullets, but the battle turns in their favour when missile launchers are brought into play, killing two stingrays in quick succession. The third goes after the 200, but the Doctor sternly says "Oh no, you don't!" and swings the bus violently around. The creature swoops in to take a bite out of the bus, but gets smacked right in the kisser by the vehicle's rear end and is stunned long enough for UNIT to get a fix on it and blow it out of the sky. After he manages this, Christina passionately kisses the Doctor, taking back her earlier comment of "hating him". Somewhat stunned but pleased, the Doctor takes on the manner of an actual bus driver and welcomes home "the mighty 200".

The bus lands back on the spot where it vanished, being given a standing ovation by the assembled soldiers, and the passengers are released and taken to be examined by UNIT. The Doctor meets Malcolm, who embraces him in a hug and exclaims, "I love you!" four times, to the Doctor's bemusement. Magambo gives the Doctor a salute even though he doesn't want one, trusting him that the creatures will not return. The Doctor replies they will generate more doorways; it is part of their natural life cycle and something they can't help, but he'll try to nudge them onto uninhabited worlds. He also puts in a good word for Nathan, who needs a new job, and Barclay, who is good with engines, saying they're good to have in a crisis if Magambo would bring them on to UNIT as privates. Magambo then brings forth a gift for the Doctor: the TARDIS, found in the gardens of Buckingham Palace., though the Doctor insists that "she doesn't mind." Magambo then turns her attention to the task of clearing up three dead alien stingrays and inquires if the Doctor is willing to help with the paperwork, to which he declines. They part on friendly terms.

Christina, meanwhile, is being searched by UNIT soldiers, but she breaks off and runs to the Doctor. D.I McMillan immediately moves in to capture her at last, but Christina expects the Doctor will help her escape in the TARDIS. Additionally, she wants to come with him for adventure and excitement, telling him that is why she steals. Despite the fact that he had earlier proclaimed them to be "the perfect team", he says no. When she asks him why, he replies sadly, "People have travelled with me, and I've lost them. Lost them all. Never again." He looks on silently as D.I McMillan proudly arrives to confront Christina with the charge of suspicion of theft. The police promptly arrest her and take her away, leaving the unperturbed Doctor by himself.

The Doctor, about to enter the TARDIS, is told by Carmen to take care of himself; the Doctor, full of joy, tells her the same. However, she replies, "No, but you be careful because your song is ending, sir!" The Doctor is perturbed, this being similar to what Ood Sigma said to him, and asks what she means by this, Carmen replies, "It is returning. It is returning through the dark, and then Doctor...oh but then... he will knock four times." The implication of this prophecy fills the Doctor with dread.

After Carmen leaves, the Doctor decides to take pity on Christina, who is now handcuffed and being put in a police car. The Doctor points his sonic screwdriver at her handcuffs and frees her hands. Christina gets in the police car on one side and gets out on the other. She heads for the bus, chased by the police, and closes the doors after she gets on it. McMillan furiously orders her to open them, but the Doctor advises him to step back. The inspector charges him with aiding and abetting; the Doctor feigns remorse and heads over to the TARDIS, saying, "I'll just step inside this police box and arrest myself." The bus takes off, flying over the inspector's head and hovering over the TARDIS; the door opens as the others watch. Smiling down at the Doctor, Christina happily tells him, "We could have been so good together", revealing no hard feelings over her rejection. The Doctor merely smiles back and replies, "Christina, we were." Christina flies off into the night, the other passengers cheering her off, and the Doctor merely watching; he then heads into the TARDIS, off on another adventure.

Venice, 1580. Guido presents his teenage daughter Isabella to Rosanna Calvierri and her son, Francesco; they consider her admittance to Rosanna's school. Rosanna claims sympathy for Guido's concern for family and agrees to enrol Isabella. However, she then quickly has her steward hustle Guido out of the room, telling him they shouldn't wait. Guido puts up a bit of fight but is still taken away. Circling Isabella with Francesco, Rosanna asks him if she is to his liking. Francesco says Isabella is, flattering her. Her happiness is short-lived though, as the man bares a mouthful of fangs. Isabella screams...

430 years later in a Leadworth pub, Rory Williams phones Amy Pond from his stag party. He leaves a message on her answering machine, telling her how much he loves her and that, if they weren't getting married the next day, he'd propose. One of his guests directs his attention to a cake being wheeled in, making Rory quickly end his call in embarrassment. Everyone chants for the stripper to come out of the cake. To their shock, though, it's the Eleventh Doctor who pops out instead. The Doctor, relieved to be at the right party after having gotten it wrong twice, tells Rory that they need to talk about Amy; she tried to kiss him.

In the TARDIS, the Doctor explains that travelling with him blinds his companions to the important things in their lives back home. Returning to their ordinary lives after sharing adventures with him will drastically change things; the Doctor collected Rory to make sure this doesn't happen to Amy. As a wedding gift, he is going to take them anywhere in time that they wish to visit. The Doctor prepares to give Rory the "bigger on the inside" speech, but is shocked that Rory calmly explains ahead of time that the inside is another dimension. Annoyed, he tells Rory that he always looks forward to explaining it. As neither Amy or Rory can think of a place in time they want to visit, the Doctor decides to take them somewhere romantic, pulling a lever.

The TARDIS materialises on the dock outside of Venice. The Doctor goes on to explain how Venice was founded by refugees running from Attila the Hun, and lists some of the many people who liked the city. Remembering Casanova, the Doctor quickly checks his watch; luckily, Casanova is not born for another 140 years. The Doctor does not want to run into him because he owes Casanova a chicken due to losing a bet.

When they try to enter the city, they are stopped at the gate and asked to present their papers; Venice has been quarantined at the suggestion of the city's patron, Rosanna Calvierri, to protect the citizens from the plague. The Doctor is immediately suspicious; the plague died out years ago. They present the psychic paper, and are admitted to the city, where they see Guido interrupt a procession of Calvierri school girls, demanding to know where Isabella is. He locates her in the procession, but she does not seem to recognise him and he is immediately warded off by another girl, who bares fangs at him. Amy asks the Doctor what he thinks of the situation, only to find that he's already gone.

The Doctor catches up to Guido, asking why he wants to get Isabella out of Rosanna's school. Guido explains that something evil happens to the girls in the school; Isabella didn't recognise him, and the girl who pushed him away had a face like an animal. Intrigued, the Doctor walks with Guido back towards the school, telling him it's time he had a talk with Rosanna.

In the school's courtyard, Rosanna is "hydrating" by drinking several chalices of water. Francesco enters, informing his mother of Guido's actions; he then speculates that they have "converted" more than enough girls to be introduced to his brothers. Rosanna disagrees, prompting Francesco to ask permission to take the ones they have already converted into the night to take more girls for conversion. Rosanna tells him that they should let the parents beg them to take their daughters to make it all the more ironic. Francesco leaves, annoyed.

Meanwhile, Rory and Amy walk through Venice as he asks what she has been up to. Amy vaguely explains the basics of her travelling with the Doctor, only to be asked by Rory if she thought of him. Amy uncomfortably answers that she knew she would be coming back. Rory then says that the Doctor is right: travelling with him blocks out all the important things. Amy consoles him, explaining that this is their date and that they should enjoy it. Rory agrees, thinking about the absurdity of time travel.

They are watched by Francesco, who is offered flowers by a girl. He turns down the offer but follows her into a tunnel. Nearby, as Rory tries to take a picture of Amy with his camera phone, they hear the girl scream. They run back to find Francesco leaning near her with blood-covered fangs. Rory attends to the girl, seeing that she is okay aside from a lack of blood. Amy follows Francesco, but the trail dead-ends at the river. She does not know she is being watched from below the water.

Elsewhere, Guido feigns another attempt at breaking into the school to retrieve Isabella while the Doctor sneaks in through a side gate. He comes across a group of Rosanna's girls, noting that they have no reflection in a mirror. He realises they must be vampires. They threaten to call the steward unless he leaves, if he's lucky. They bare their fangs at him as he backs up to the exit, thanking them for the mystery. The Doctor meets up with Amy and Rory where they watched Guido previously; he and Amy are excited at having discovered vampires in Venice, which appals Rory.

The Doctor takes Amy and Rory to meet Guido, and they begin to strategise infiltrating the school. Guido suggests blowing their way in with gunpowder, which he has stacked in barrels, but the Doctor discards the idea. Amy proposes dressing in Isabella's clothing and having the Doctor pose as her fiancé; she will be admitted to the school, and, once inside, will open a trap door that leads down to the river, allowing them inside. However, Rory objects as he doesn't want others to think the Doctor is her fiancé. Amy counters that they've already seen the Doctor, but they haven't seen Rory, and offers to go with him as his brother. Rory again objects as they are dealing with vampires, to which the Doctor replies that they "hope" they are vampires. Amy catches onto the Doctor's train of thought: if they're not really vampires, what could be so bad that they don't mind being mistaken for them?

At Amy's suggestion, Rory acts as her brother and uses the psychic paper to fake having references from the King of Sweden. After being admitted, Amy meets Isabella inside. Isabella tells her of the school: she is taken regularly in the middle of the night and strapped to some sort of chair, and a process then occurs that Isabella can never remember. All she knows is that the sun now burns her skin. Amy promises to help her escape. That night, she sneaks down to the courtyard and unlocks the trap door, but is caught by the steward.

Meanwhile, the Doctor and Rory successfully infiltrate the school through the secret passage. Rory persistently questions the Doctor's relationship with Amy, to which the Doctor either makes jokes or answers honestly. They break into the courtyard, but Amy is nowhere to be found. While looking around, the Doctor uncovers a body drained of all of its fluids in a nearby trunk. This prompts Rory to furiously yell at the Doctor for casually placing Amy in harm's way; there is something about the Doctor which makes his companions want to put themselves at risk to impress him. They are soon discovered and chased through the school by the girls; the Doctor produces a UV wand to keep them at bay.

Meanwhile, Amy is forced into the dungeon cell that Isabella described earlier. Francesco and Rosanna circle her. Rosanna tries to force her to reveal her true identity, as well as how she managed to obtain the psychic paper she and Rory used to bluff their way into the school, being immune to its effects. When Amy resists, Rosanna orders the process begun, drinking some of Amy's blood. As Amy barely hangs on to consciousness, Rosanna explains she and Francesco drink the girls dry and replace their blood with that of their own species. The girls either die or transform; if they transform, ten thousand husbands wait for them in the river. Amy apologises as she's already engaged and kicks Rosanna's hip, accidentally dislodging a perception filter. Rosanna's true alien form is revealed.

The process is interrupted by the commotion caused by the Doctor and Rory. Rosanna and Francesco rush off to investigate, leaving Amy to be found and freed by Isabella. The two women join the Doctor and Rory and make their way through the dungeons, closely pursued by Francesco and the girls. They escape the school, but Isabella's sensitivity to light allows her to be recaptured by Francesco. When the Doctor rushes back to rescue her, he is knocked unconscious by a massive electrical shock that courses through the door.

Later that day, Rosanna, Francesco, the converted girls and the staff take Isabella to a plank to be pushed into the water. Carlo, Rosanna's head steward, reads a rite to Isabella, explaining her death is because of her betrayal of the Calvierris. Being pushed into the water, Isabella says she can swim like virtually all Venetians but soon realises she is not alone in the water — Rosanna's other sons are also there, beneath the surface. They pull her under as Rosanna dismisses everyone but Francesco. She tries to reach into the water, but Francesco warns her that his brothers do not know it is her in human form; she promises her other sons "not long now".

Rosanna returns from the "ceremony" to find the Doctor waiting for her on her throne. He tells her that he has deduced she is from Saturnyne and is using a perception filter to appear human. She in turn deduces that the Doctor is not of Earth, and is shocked to learn he is from Gallifrey, commenting that he should be in a museum. They question each other, Rosanna revealing her planet was consumed by the cracks in time; she and her children had to flee from the Silence. Running brought them to Earth. Rosanna asks for the Doctor's help in rebuilding her race, but he only wants to know what happened to Isabella. Rosanna does not know who "Isabella" is until the Doctor tells her she was the girl who helped them escape the school; Rosanna remarks that all traitors must be killed. As the Doctor is removed by the steward, he furiously shouts that he will stop her, if only because she didn't know Isabella's name.

Rosanna heads to the courtyard, where she calls her staff together. She announces that "the storm" is coming. She attempts walking down the stairs but her perception filter begins going on the fritz, scaring her attendant back. Francesco wonders what's wrong; Rosanna deduces that the device was damaged by Amy's kick. She smacks the perception filter until her human disguise comes back into place and tells Francesco to gather the girls as there's a job for them.

Back at Guido's house, the Doctor heals Amy's bite wound and begins going over the facts. He comes to the conclusion that Rosanna is going to sink Venice and repopulate it with her transformed girls, as there is no way Saturnynians can stay on land indefinitely. Rory reminds the Doctor that blokes are needed for that, prompting Amy to tell them that Rosanna mentioned "10,000 husbands waiting in the river". The Doctor concludes that only Rosanna's sons survived the trip and that they are waiting in the canal until their mum can make some compatible mates for them, grimacing at the idea.

Hearing a bang from upstairs, the Doctor comments that the neighbours are awfully noisy but Guido tells him that there are no people upstairs. The Doctor is unsurprised by this and pulls out his UV wand for defence. Suddenly, Rosanna's girls appear in the window, to which a disbelieving Rory points out is on the second floor. They smash the window and try climbing in. The Doctor points his sonic screwdriver at them, cancelling perception filters; the girls are now fully Saturnynian, with no trace of their humanity or individuality left — they are primal but loyal to Rosanna.

The Doctor, Amy, Rory, and Guido run down the stairs to the exit, with the Doctor holding back the girls with his UV wand. However, the moment the time travellers get outside, Guido demands the UV wand. He locks them out and heads back upstairs to the gunpowder. He ignites it, blowing up his home, taking himself and the girls with it. Realising the danger that lies ahead, the Doctor orders Amy back to the TARDIS for her own safety. Rory thanks him before following her.

In the school, Rosanna opens a control hub set in her throne and uses it to create a deadly storm over Venice. Widespread panic ensues, as Rosanna watches in delight. The Doctor returns to the school and finds the generator but cannot stop it; a deadlock seal, again. Rosanna is surprised by how much the Doctor is trying to save a single city, which is a small price to pay for saving her race. He informs Rosanna of the death of her girls and begs for her help in ending the catastrophe. Devastated that her plan has failed, Rosanna leaves, telling the Doctor to save the city himself.

Outside the school, Amy and Rory catch sight of Francesco leaving the building. Francesco sees them, prompting Amy and Rory to flee. He jumps in the canal to go after them, and, to their shock, manages to get in front of them. Francesco focuses on Amy, bitter that a potential mate for his brothers escaped. Rory draws Francesco towards him by insulting Rosanna, and the pair fight. After a short scuffle, Francesco transforms into his true form and overpowers Rory. Pinned down by the monster, Rory waits for the end, but Amy comes to his rescue in the nick of time, using her compact mirror to amplify the sunlight and direct it at Francesco, who is instantly vapourised. Amy kisses Rory and then tells him that they're going to go help the Doctor. "Okay," he weakly mutters, still dazed from the kiss.

Amy and Rory return to help the Doctor, sneaking into the school while the steward empties the house of its treasures. The Doctor sets them to destroying the control hub in the throne in any way they can. He then climbs to the bell tower, realising that the tolling bell is powering the generator at the top of the spire. He stops the bell and continues climbing, finally deactivating the generator; the weather immediately returns to normal.

Rosanna goes to the river, distraught. She attempts to deactivate her perception filter, but it malfunctions and she retains her human form. The Doctor rushes up, pleading for her to stop. She orders the Doctor to remember her species, knowing he will have to live with the death of her race on his conscience. Before he can reach her, she throws herself into the river, where she is devoured by her sons who don't recognise her.

The Doctor and Amy visit the Musée d'Orsay in Paris, winter 2010. They walk into the exhibit filled with the works Vincent van Gogh, who is Amy's favourite painter. She thanks the Doctor for bringing her to see the paintings, which he accepts awkwardly. Seeing the Doctor fidgety, Amy asks him why he is being so nice to her, taking her to several places she wanted to visit and other peaceful locations, such as Arcadia and the Trojan Gardens. She jokes that she's suspicious, to which he defensively snaps that he is always nice to her and that there is nothing to be suspicious about. Amy tells the Doctor that she was just joking, but wonders why he's not.

Before she can question the Doctor further, a child says, "It's the doctor," prompting them both to look behind them to see a child looking at the painting of Vincent's doctor. The child reads his guide pamphlet to a friend, explaining Vincent painted it shortly after his mental health had started getting worse.Smiling, Amy resumes looking in her guidebook, spotting The Church at Auvers on the wall in front of them. They both admire the work, however the Doctor notices that something is wrong with the painting. In the windows of the church, there is an ominous face sneering. The Doctor grimly states that the face does not look friendly.

He immediately stops the curator, Dr Henry Black, in the middle of an explanation, using the psychic paper to pose as an inspector. The Doctor asks to know when The Church at Auvers was painted, asking Dr Black to be specific as possible. Dr Black tells him that it was painted between the first and the third of June 1890, one year before Van Gogh committed suicide. Complimenting Dr Black's bow tie, the Doctor grabs Amy's hand and drags her away. When Amy tells him she wants to see the rest of the paintings, the Doctor tells her that it's a matter of life and death — they need to speak to Vincent Van Gogh!

The TARDIS materialises in Auvers-sur-Oise and the Doctor and Amy begin their search for van Gogh. Finding a café featured in one of his paintings, the Doctor questions two waitresses cleaning the tables outside. They say van Gogh is a mad drunk who never pays his bills, and, when the Doctor says he's a good painter, they laugh heartily. The café owner rushes out, followed by a red-headed man trying to bargain with him. The owner exasperatedly informs him the painting is no good for a trade, given that it will frighten the other patrons; the man must either pay or leave. The customer is none other than van Gogh himself.

The Doctor offers to pay for Vincent; either for the drink or the painting, which would allow Vincent to pay for a drink. Vincent becomes defensive, insisting he can pay for his own drinks, and warns the Doctor that to buy one of his paintings would be to bring ridicule upon himself from the townspeople. He makes to resume haggling with the café owner, but before he can, Amy interjects and offers to buy a bottle of wine which she will share with whomever she chooses, to which Vincent agrees. The café owner doesn't have a problem with this, so long as the drinks are paid for.

Inside the café, the Doctor introduces himself properly. Vincent misunderstands the title and believes him a doctor sent by his brother; the Doctor explains that he's not a medical doctor. Trying to make casual conversation, the Doctor learns from Vincent that he has arrived right before he is to paint the church. Amy sees a painting that Vincent has with him and quickly corrects herself when she praises it as one of her favourite paintings. Vincent then wonders if Amy is from Holland like himself, due to her accent; Amy honestly says no, but the Doctor "corrects" her and says "yes". Vincent and Amy begin flirting but stop at a scream from outside.

In the street, they find a young girl has been brutally killed. Her mother pushes her way forward. Upon spotting Vincent, who everyone considers a madman, she takes her grief out on him, blaming him for her daughter's death. The crowd throws stones at him, and the Doctor, Amy and van Gogh leave hastily. The Doctor learns this is the second recent murder. Vincent asks the Doctor and Amy where they are staying, which the Doctor takes as an invitation to stay at Vincent's studio.

At the studio, Vincent apologises for the mess his collective works make and leads them inside. The Doctor's questions about the church begin to make Vincent suspicious, but this is soon forgotten when Amy and the Doctor to tell him that his paintings are precious. Explaining how he paints, Vincent tells them that he believes that there is so much more than what the normal eye can see. Having travelled throughout all of time and space, the Doctor says that he doesn't need to be told.

After a bit too much coffee, Vincent begins rambling on about how he hears the colours; the Doctor tries hearing for the voices of the colours as well. Vincent then explains that every time he leaves his home, he can hear the world yelling at him to capture the mysteries on canvas. The Doctor calmly tells Vincent that he has had enough coffee and offers to make some calming chamomile tea. However, he then notices that Amy is not in the room any more. A scream is heard coming from outside.

Vincent and the Doctor find Amy on the ground. She says that something attacked her while she was looking at the paintings. Vincent begins screaming in horror and backs away from them. The Doctor thinks that he is having some kind of fit as Vincent charges past them with a pitchfork. Vincent tells them to run as he swings the pitchfork around. The Doctor encourages Amy to take cover while he calms Vincent. However, Vincent yells for the Doctor to duck as he is swept off his feet by something large and invisible. Realising Vincent is not having a fit, but can actually see the beast, the Doctor grabs a stick to help fight it. As he cannot see it, he uselessly swings the stick around to help cover more ground. Vincent wards the creature off and tells the Doctor, who is still swinging the stick around, that the beast has left. The Doctor asks Vincent what the creature looked like; Vincent says that he'll show them...

Leading them back inside, Vincent whites out a canvas of flowers — much to Amy and the Doctor's horror — and proceeds to draw the creature on it. The Doctor is shocked by what it looks like and decides that something in the TARDIS can help identify what it is. He instructs Amy to look after Vincent and make him as comfortable as possible. He tells them he'll be back before they can ask where he's gotten to; he then immediately returns to scare them silly, telling them not to ask too fast.

Unknown to the Doctor, the invisible creature has not gone too far from the studio, and begins stalking him. By the time the Doctor gets back into town and to the TARDIS, the creature attempts to attack. However, the Doctor enters the TARDIS right before it can get to him.

Inside the TARDIS, the Doctor rummages through a drawer full of junk, apologising to the object he is looking for as he thought it was an embarrassing gift from a dull two-headed godmother with bad breath. Pulling out a portable device, the Doctor hooks it to the printer on the console. He smiles at the mirror-like attachment on the device, and it shows his first two incarnations and his personal information. Seeing that it works, the Doctor shows the device Vincent's painting, which it misinterprets as a parrot and polar bear, unable to clearly make out what it is. Annoyed, the Doctor tosses the painting aside; he grumbles that Vincent will have to try painting something better.

It's dawn by the time the Doctor exits the TARDIS. Strapping the device to himself, he does not notice the creature reflected by the device. Having got a clear image of the creature, the device beeps, giving the Doctor the information about it; he mistakenly believes that it needed some time to get it right. Reading the information, the Doctor feels sorry for the "poor, brutal thing," wishing to see it again soon. Upon seeing the beast's reflection, he calmly says "but not that soon", before running off to escape it. To obstruct the creature's path, the Doctor drops debris behind him to slow the creature as he hides behind a corner. Using the mirror on the device, the Doctor finds that it has left in a different direction. He turns around, only to be scared by Amy; he demands to know why she left Vincent unguarded. Amy explains that though she loves his artwork, she finds it hard to like Vincent's snoring.

Back at the studio, the Doctor wakes Vincent, who steps into the courtyard to see Amy surrounded by sunflowers; she tells Vincent it's her way of thanking him for saving her yesterday. Amy suggests he paint them, but Vincent explains they are not his favourite; Amy is confused by this, as Vincent will paint a picture of them. Vincent explains he finds them complex, half-living and half-dying, but it would be a challenge, to which the Doctor responds that he believes that he'll rise to the occasion.

Giving Vincent a print-out of the creature, the Doctor explains that it's called a Krafayis. They travel through space in packs, a brutal race of scavengers. This one has apparently been abandoned. It will kill without mercy until it is killed — unlikely, given its invisibility. Nonetheless, he assures Vincent they can stop the killings if he will paint the church. Vincent agrees and the Doctor informs him that, afterwards, he and Amy will leave. Once Vincent has departed, the Doctor expresses concern at putting him in such a dangerous situation; if he is killed, half of the paintings on display in the Musée d'Orsay will vanish.

After a while, the Doctor and Amy have gotten tired of waiting for Vincent getting ready. Wondering what is keeping him, the Doctor finds him lying in bed, sobbing. He is devastated the Doctor and Amy are prepared to leave him, like everyone else. The Doctor tries to console and encourage Vincent, whose mood becomes more violent. He orders the Doctor to leave; shocked, he complies. Outside Vicent's room, the Doctor runs into Amy, who wonders what they're doing. The Doctor explains that they're leaving; Vincent has a fragile psyche and will kill himself in just a few short months; trying to force Vincent might accelerate his suicide and cause the disappearance of his final works. They will have to try finding the Krafayis without Vincent's help, hoping it will still arrive at the church without the presence of the painter. However, right before they can leave, Vincent arrives, calmed and ready.

On the way to the church, Amy tries to talk to Vincent about his depression. Vincent explains that his moods sometimes bother him for months at a time, but they got lucky today; he adds if she can "soldier on," then he can too. This confuses her, which prompts Vincent to reveal he can hear her sadness and believes that she has recently lost someone. He also points out she is crying, which she hadn't realised. The Doctor listens in, surprised. They stop in the road as a funeral procession, for the girl who was killed the previous night, passes; everyone glares at Vincent. Amy questions the Doctor, wondering what his plan is this time. However, the Doctor tells her he's got something like a plan, "only more greatness"; he's armed with overconfidence, a sonic screwdriver and the device in his briefcase.

At the church, Vincent begins to paint. The Doctor spends the time talking to Vincent about his past meetings with Michelangelo, who took the job of painting the Sistine Chapel despite being afraid of heights, and Pablo Picasso, who he tried getting to paint normal faces. As it becomes night, the Doctor becomes frustrated as the Krafayis is not punctual, confessing to Amy that something doesn't feel right. Just then, Vincent sees the beast in the window. The Doctor goes inside, ordering his companions not to follow. Vincent questions Amy as to if she will follow the Doctor; she responds, "of course," prompting Vincent to tell her he loves her. Inside, the Doctor "fights" the creature, but when his device is destroyed, he prepares to retreat. Outside, Amy and Vincent hear the chaos. Amy runs inside, calling for the Doctor.

The Doctor attempts to exit the church but bumps into Amy. Despite being annoyed that she disobeyed him again, he forces her to hide in the confessional with him. They whisper to each other as the Krafayis attacks them. The Doctor remarks the Krafayis has incredible hearing. As it tears the confessionals apart, Vincent appears, brandishing a chair to distract the beast, allowing the Doctor and Amy to escape. The Doctor tries stunning the beast with the sonic screwdriver, but since he can't see it, he can't tell if he has the right setting; Vincent says the attempt to stun the beast pleased it instead. As a result, the Doctor gives up on the idea and they take refuge in another chamber, with Vincent blocking the door with his chair. Thinking quickly about why the Krafayis was left behind, the Doctor accidentally refers to Vincent as Rory while rambling; Amy is confused by this, but the Doctor quickly covers up his mistake. Vincent tells them to wait there as he has an idea, promptly leaving out another exit.

In Vincent's absence, the Doctor attempts to reason with the creature (thanks to the TARDIS translation circuit), telling it he too is alone; he offers to help the creature. The Krafayis stops its attempts to break down the door and everything goes silent, and, for a moment, the Doctor thinks he managed to it to listen to reason. However, this notion is dispelled immediately when the chamber windows blow out. The Doctor and Amy take over behind a tomb as they hear the beast enter the room.

Vincent returns with his easel, holding it like a weapon. He says the creature is making its way around the edges of the room. Amy's comment of "I can't see a thing" helps the Doctor put all the pieces together and he calls himself an idiot for not noticing this sooner. Slapping himself, the Doctor explains why the Krafayis is feeling its way around the room, how it has such perfect hearing, why it hasn't simply killed them and why it was left behind by its pack; it is blind. Vincent points out that the perfect hearing "would explain why it has now turned around and is now running right at us!"

As it attacks, Vincent stabs the Krafayis with the legs of the easel. It collapses, badly wounded and dying. It begins crying as it is afraid, and the Doctor consoles it as it dies. Vincent mourns that he didn't mean to kill it, only wound it, and that he understands its lonely existence. The Krafayis was lashing out in fear, just like the people who hate Vincent for being a madman.

Amy, Vincent, and the Doctor lie in the grass outside the church; Vincent says they are lucky to still be alive to see the wonders of the world. Vincent encourages them to see the world as he does, saying the blackness of the sky is actually multiple shades of blue. Smiling, the Doctor admits that he has seen many amazing things in his life, but nothing quite as wonderful as what Vincent sees. Vincent tells his friends he will miss them when they're gone.

The next morning, Vincent attempts to give his self-portrait as a parting gift, but the Doctor, knowing what it will be worth one day, refuses it. The painter takes this in stride; he's used to having his works of art refused. Vincent admits that, despite his experiences over the last couple of days, he won't do well on his own. As the Doctor and Amy depart, he gets an idea, asking Amy if she has the same one; she doesn't as she's thinking about grabbing breakfast at the café. The Doctor calls to Vincent, who looks out his window, half-dressed, and tells him to tidy up as there is something he wants to show him.

They take him to the TARDIS, which is now covered in circus posters; the Doctor slices through them with the TARDIS key and opens the doors of his time machine. The Doctor reminds Vincent about how they talked about the wonders of the universe before showing him inside. Seeing the inside, Vincent examines the outside and returns to the Doctor and Amy. He enters, amused, asking how he's "crazy" while they've managed to remain sane. The Doctor explains some of the buttons on the console, secretly steering the TARDIS. Vincent is amazed by all the Doctor has told him and asks that they come back to the café and explain more about the wonders of the universe. However, the Doctor tells him that there is something they wish to show him first.

Stepping outside, they reveal to Vincent that they're now at the Musée d'Orsay in 2010; the time vortex energy has also reduced the posters covering the TARDIS to cinders. The Doctor and Amy lead Vincent into the museum, leaving his hat back in the TARDIS to avoid arousing suspicion of his identity. Led through the building, Vincent looks in awe at the exhibits, then is even more surprised when he is led into the section dedicated completely to his paintings. While Vincent stares at people enjoying his work, the Doctor finds Dr Black again, and asks if he can summarise where Vincent stands in history. Dr Black is taken aback, as it's a "big question".

Vincent is close enough to hear his response, and hears Dr Black praises van Gogh for turning his pain into incredible beauty, calling him not only the world's greatest artist but also one of the greatest men of all time. Vincent is reduced to tears by these words and the Doctor starts to apologise, thinking this was too much for him. However, Vincent explains he's crying out of joy; now he knows that people will love his paintings. He hugs Dr Black and thanks him for his kind words before leaving with his friends. Dr Black is confused and suspects the truth before thinking better of it.

Vincent is returned to 1890, where he comments on what has happened and thanks the Doctor for truly helping him where other doctors have not; the Doctor is equally joyous, bidding his new friend farewell. Vincent then tells Amy that should she grow bored of the Doctor, she should return and they will have a big family. Amy tells Vincent that she's "not the marrying type"; the Doctor is subtly distressed to hear this. Leaving for home, Vincent hears the TARDIS leave and turns back to see it gone. He then leaves, happy, and sure he will use his experience to change himself into a new man.

The Doctor and Amy return to the Musée d'Orsay. Amy is certain their time with Vincent changed him. Having seen people's lives turn out better from meeting them, Amy believes that they have prevented Vincent from committing suicide, and that he would have spent a longer life painting. Ecstatic at the prospect of seeing new paintings, Amy happily skips back into the exhibit. However, to her shock, there are no new works. To her furthering sadness, she overhears Dr Black still announce to tourists that van Gogh still went through with committing suicide at the age of thirty-seven.

Amy is heartbroken that they didn't make a difference in Vincent's life at all, but the Doctor rejects this. He says that good things can't remove the pain of bad things, but bad things can't spoil the good things either, and they certainly added a large amount of good to Vincent's life. The Doctor shows Amy that the face of the Krafayis is no longer visible in the window of the church. Another change becomes evident as they prepare to leave. Amy sees Van Gogh's painting of sunflowers, now dedicated to her. Amy jokes that if she had a child with Vincent, they would have had really red hair. The Doctor jokes back, saying it would be the "Ultimate Ginger". Amy cries as they both laugh.

Later, the trio return to the TARDIS, with the Doctor gleefully remarking that their next trip will be to the Leadworth Registry Office, where he wonders if he can give Amy away at the wedding; however, when Amy continues to express some reluctance, Rory sadly asks the Doctor to drop him off where they found him. Amy instead invites Rory to join them, to which the Doctor agrees. As they are about to leave in the TARDIS, a strange silence falls across the city. As he looks out at the empty street, the Doctor remembers Rosanna's words about "the Silence and the end of all things".

The TARDIS materialises in a park in Colchester. The Doctor pops his head out and realises they have not arrived at the Fifth Moon of Sinda Callista, apologising to Amy for the mistake; he notes he can see a Ryman's near by. Before he can pull his head back in to set the proper course, a jolt pushes the Doctor outside as the door closes and the TARDIS dematerialises, with a screaming Amy still inside. The Doctor is left on his back, looking completely shocked; he begins worrying for both Amy and the TARDIS's safety.

Later, Steven enters a house to help an elderly gentleman calling to him for assistance, so he goes up to the top floor flat. In the flat below, Craig Owens and his friend, Sophie, discuss their usual plans for the evening - "pizza, booze, telly." She points out that a rot stain on the ceiling is growing before receiving a call from her friend Melina, who is upset over a recent break-up. Sophie would rather not bother going, asking Craig if he minds her skipping out on their plans; he has no qualms with it. She packs up her things, ready to go comfort her friend. However, Sophie subtly tries to have Craig ask her to stay, but Craig points out that they're only having pizza. Unknown to Craig, Sophie glances back, sad; she proceeds to leave.

Once she has gone, Craig berates himself for being a coward; he's in love with Sophie but hasn't worked up the courage to tell her. Craig gets himself hyped up, determined to tell Sophie his feelings for her the next time they meet. Hearing the doorbell ring, Craig notices that Sophie forgot her keys to his flat. Picking them up, he rushes to the door, opening it and saying "I love you." However, he then realises it's not Sophie at the door, it's the Doctor, who replies "Oh, that's good to know, cause I'm your new lodger".

The Doctor takes Sophie's keys, thinking they are for him, but Craig takes them back and explains that he is not sure if he wants the Doctor here. Believing the problem may be about rent, the Doctor hands him a paper bag with some rent money in it — three thousand pounds; he tells Craig he cannot tell if the amount is too much. The Doctor introduces himself, greeting Craig with cheek kissing, thinking it's how humans greet each other these days. Stepping into the entrance hallway, the Doctor wonders who lives in the upstairs flat. Craig explains that he doesn't really know but the tenant tends to keep to himself and stay quiet. At that point, a loud bang comes from upstairs; "Usually," Craig then adds.

Proceeding into Craig's flat, the Doctor notices the rot stain on the ceiling and warns Craig to keep away from it, accidentally calling himself "the Rotmeister" because he's an expert in rot. Saying that he'll take the room, the Doctor is reminded by Craig that he hasn't even seen it yet. Taken to the empty bedroom, the Doctor is told by Craig that it was previously used by Mark, the building's owner and a friend of Craig's, until a month ago, when an uncle Mark had never heard of died and left a large sum of money in his will to him. The Doctor finds this "very convenient". Using the psychic paper, the Doctor presents credentials and references to convince Craig that his title is legitimate. To Craig's surprise, the Doctor has a reference from the Archbishop of Canterbury; the Doctor explains that he's his "special favourite".

To ease Craig's uncertainty, the Doctor prepares omelettes for the two of them, using a strange array of ingredients. He notices a picture of Sophie and Craig taped to the refrigerator and wonders who she is. Craig explains that they work together at a call centre. He quickly segues into a narrative about his job and how he could make their work more efficient, though his bosses won't listen to him because he is merely a phone drone. He absently wonders why he's telling the Doctor all about his life when they've only just met. The Doctor half-jokes that he has a face people never stop blurting their plans out to.

When Craig wonders where the Doctor's luggage is, the Doctor assures him that it will materialise if all goes according to plan, confusing Craig even further. Meanwhile, the TARDIS has attempted another landing at the park but fails. Inside the console room, Amy screams and grips the console as the equipment backfires and sends up sparks; she yells at the time machine, demanding to know why it won't land. The TARDIS vanishes again, stuck in a materialization loop.

After enjoying the omelettes, Craig wonders where the Doctor learned how to cook. The Doctor says Paris in the 18th century, but realises that isn't recent and attempts to correct himself by first saying the 17th century, then the 20th century, adding that he isn't "used to doing it in the right order". Craig asks if the Doctor has ever been told he's a bit weird, to which the Doctor responds by telling him people never really stop. Craig explains he doesn't like travelling, prompting the Doctor to explain it's obvious by the state of Craig's sofa; he's starting to look like it. Amused, Craig decides that even through the Doctor is weird, he can cook, which is all he needs to know; he gives the Doctor a set of keys. Craig then explains that if either of them needs time alone with a girlfriend or -after giving the Doctor a look over- a boyfriend, they would respect each other's privacy and stay out of the flat for the night. The Doctor, not knowing what exactly Craig means agrees to shout "I was not expecting this!"

That night, the Doctor contacts Amy through an earpiece; he asks her what she knows about what normal human men do, finding her answers - drinking and playing football - easy to do, but boring. Amy holds the phone to the TARDIS engine, letting the Doctor know it's stuck in a materialization loop to try landing; he then gravely explains whatever is preventing it from landing is big — scary big. To stay incognito, he must avoid using alien tech like the sonic screwdriver, or risk alerting whoever lives on the second floor. He can only use the earpiece because anyone else hearing their conversation will think he's saying complete gibberish, due to a built-in scrambler. Meanwhile, a young woman is lured into the flat by a man who calls for her help. Craig overhears the Doctor through the wall, and just as the Doctor had told Amy, all that can be heard are silly sentences formed of random words.

Craig speaks to Sophie over the phone, she warns him to be careful of the Doctor, suspecting that he might be a drug dealer because he happened to have three grand in a paper bag. Suddenly, the young woman in the upstairs flat screams, and everyone apart from the Doctor and Amy — time travellers — become stuck in a time loop, where their actions are repeated over and over again. The TARDIS shakes more violently and the Doctor orders Amy to use the zigzag plotter on the console to stabilise it. After getting off the phone with her, he goes out and collects parts for a scanner, returning late at night with a cart full of junk.

The next day, the Doctor showers while Craig impatiently waits in the hallway for his turn; he knocks on the door, asking the Doctor how much longer he will take. The Doctor yells back "Sorry, I enjoy a good soak." Hearing a loud bang from the floor above, Craig goes upstairs to check on the lodger; an old man answers the door, telling Craig that he needs no help, sending him back downstairs. The Doctor realises Craig went to investigate the loud bang and hurries to save him; falling out of the shower, the Doctor scrambles to grab his sonic screwdriver.

With his towel wrapped around him, the Doctor rushes to the hall, pointing the device; however, he discovers that he grabbed Craig's electric toothbrush instead of the sonic screwdriver. Putting the silly moment behind them, the Doctor wonders about the upstairs lodger; Craig explains that nothing was wrong. Craig proceeds back into their flat, while the Doctor heads up the stairs to check for any abnormalities. However, Sophie arrives to see Craig, meeting the Doctor; he greets her, letting Sophie into Craig's flat. Sophie talks to Craig, telling him that he didn't mention that the Doctor was attractive.

The Doctor picks up on Craig and Sophie's feelings for each other and wonders how there got to be so many humans if they're always like this — unable to express their feelings to each other. A phone call distracts Craig, while Sophie is left embarrassed. Before the Doctor can return to his bedroom to get dressed, Craig invites him to fill an open spot on his pub league football team, the King's Arms, which the Doctor agrees to after, initially mistaking a pub league for a drinking competition. While the Doctor dresses in a spare football outfit he tells Amy over the earpiece that if he stayed in the flat all the time, the "man" upstairs would get suspicious of him. Amy congratulates him on playing football, something normal. However, the Doctor is confused as to what it actually is, asking, "Is it the one with the sticks?"

Walking to the match, the Doctor is questioned again by Craig what his name is, but no avail. Sophie is okay with not knowing the Doctor's name, unlike Craig. The Doctor meets Craig's fellow football teammate, Sean, who asks him where he's strongest; the Doctor responds "arms". Craig then explains that Sean means where on the football field is the Doctor best at playing. Not knowing, the Doctor decides to find out by trying. As the match starts, the Doctor makes several kicks straight into the goal, showing incredible skill and talent, growing to love the game, and earning cheers from the bystanders, who chant his name. By the end of the game, the Doctor has earned the admiration of the entire team, much to Craig's frustration.

While the team celebrates its win, Sean says that with the Doctor, they'll annihilate the other teams. The Doctor mistakes this for actual killing and begins to give a speech, but then realises his mistake and offers his assistance in football whenever they need it. Just then, everyone apart from the Doctor becomes stuck in another time loop as an older woman is lured into the second story flat. The TARDIS simultaneously begins to shake violently, but the zigzag plotter does not work this time. The Doctor informs Amy that unless he discovers what is causing the time loops, she and the TARDIS could be thrown off into the time vortex without any hope for return.

Later at the flat, Craig knocks on the Doctor's room, surprised to see him open it holding a traffic cone. Craig tells the Doctor that Sophie is coming over and asks the Doctor to keep out of the way for the evening for he is planning to profess his love for Sophie. The Doctor insists that Craig will hardly know he's there, but is quickly distracted by a bang from upstairs — "That's the idea". The Doctor slams the door in Craig's face before he can respond, returning to the scanner that he is constructing. Craig overhears the Doctor's exclamations, thinking he is even odder than he thought, but quickly dismisses the idea, deciding to return to his plans.

As Craig and Sophie enjoy some wine by candle-light, she notices that the rot on the ceiling has gotten much larger since the previous day. Craig ignores her concern about the rot, beginning a prepared speech about his feelings for her. However, right as it seems Sophie has caught on and they are about to kiss, they surprised by the Doctor, who has appeared behind the sofa. He asks them where the "on switch" is on a regular screwdriver. Craig tries sending the Doctor away by asking if he had something to do elsewhere; however, the Doctor says he has nothing planned. Sophie then invites the Doctor to join them for some wine; Craig sarcastically agrees. The Doctor and Sophie don't pick up Craig's frustration.

While the Doctor continues inspecting a variety of electrical wires for the scanner, Sophie tells him of her dreams to go to Africa and work with animals. The Doctor uses reverse psychology to make Sophie admit she doesn't want to keep working in the call centre, thereby inspiring her to look at care programs to send her abroad. As Craig walks Sophie out, they talk about her dream and what could be keeping her here. Both unable to express their love, Sophie leaves. Unbeknownst to them, the "person" upstairs has overheard them and light crackles from behind the door.

Elsewhere, the Doctor has returned to his room and finishes the scanner, but the readings for the second story appear normal, a fact which disturbs him. Over the earpiece, Amy complains that something being too normal is odd to him. Taking the snide remark in stride, the Doctor orders Amy to look up the building schematics while he recruits a spy. As Craig cleans up, he decides to investigate the rot; he momentarily hesitates to touch it. However, remembering the Doctor's oddness has caused him nothing but headaches, Craig decides to ignore the warning and touches the rot. He instantly pulls his hand back in pain but thinks nothing of it.

The next morning, the Doctor has prepared breakfast for Craig but finds him in a near-death state in his bedroom. The Doctor examines Craig's hand to find that he's been poisoned by the rot; frustrated by Craig's stupidity, the Doctor says he gave fair warning not to touch the obviously poisonous rot. He hits Craig's chest to make him breathe, mixes a remedy to reverse the enzyme decay, and encourages him to get some rest. Craig protests, as he has a business meeting to attend, but soon falls asleep.

Waking mid-afternoon, Craig is horrified that he's late and rushes off to work. There, he finds the Doctor has rudely terminated one of Craig's clients, with the approval of his boss. Craig asks why the Doctor is there, to which his boss explains that the Doctor went to the planning meeting as Craig's representative; thanks to him, they are now more efficient. Sophie brings the Doctor some tea and tells Craig that she is going to start working with animals as a volunteer, but Craig — blinded by anger — insists he is fine, disappointing her. Craig is told to return home by the Doctor as he looks pale; Craig storms off in response. Humorously, the Doctor answers a call, asking the caller to hold for a moment so he can eat a biscuit. Upon returning home, Craig has had enough of the Doctor's mysteries and takes a spare key to the Doctor's room, unlocking it and discovering the scanner the Doctor has constructed.

The Doctor returns home at the end of the day and happens upon a cat that he sent upstairs; he learns from the cat that there are many people up there who have never come back down. Craig, who is playing darts, overhears the Doctor and looks out the peephole to see the Doctor speaking to the cat. This being the final straw with all his oddness, Craig opens the door and asks the Doctor to leave, babbling about how the Doctor's popularity has overshadowed him and driven Sophie away, even showing he knows about the odd device; the Doctor tries passing it off as art. The Doctor tells Craig that he cannot see himself living anywhere else except this flat, just like him, calling a better town a dump to reinforce his statement. However, Craig remains insistent that the Doctor leaves.

Seeing that diplomacy cannot work, the Doctor grabs Craig by the collar, saying he is going to regret what he's about to do - "First, general background". He headbutts Craig, who sees memories of the Doctor's past; both are in pain from the headbutt and telepathic contact. Craig is shocked to learn that the Doctor is a time-travelling alien, to which the Doctor calls himself the "eleventh". He then adds specifics with another headbutt, informing Craig about the TARDIS, unable to land. Craig then babbles about the Doctor using the non-technological technology of Lammasteen to build his scanner to keep it hidden. Writhing in pain, the Doctor grabs Craig's mouth, yelling for him to shut up. Once his headache passes, he shows Craig a note that was left to him by Amy, though he admits that "his" Amy hasn't written it... yet.

Sophie comes to the flat to speak to Craig but is drawn upstairs by a little girl asking for help. The Doctor calls Amy at the same time, asking if she found the schematics to the flat; Craig can understand the Doctor's conversation now that he has some of the Doctor's knowledge. The Doctor goes on the explain the time loop is caused by people getting burned up in the upstairs flat, which is causing the rot in Craig's ceiling. However, a new time loop then starts; Craig momentarily is stuck repeating his shock about the Doctor's comment but snaps out of the time loop thanks to his knowledge about it. They rush out of the flat, finding Sophie's keys in the lock to the flat and realising she was lured upstairs. About to enter, they are contacted by Amy, who explains the building schematics don't have an upstairs.

Opening the door, Craig and the Doctor discover that the flat is actually a spaceship. Sophie comes out of the shadows, screaming as an invisible force pulls her towards the control console. The Doctor manages to deactivate it. A hologram materialises inside the room, explaining that it is functioning as an auto-pilot. Posing as a rescue worker, the Doctor learns the spaceship crashed and the crew is dead, so the hologram is now testing humans in search of a suitable replacement. The Doctor calls it a stupid auto-pilot because it is unable to learn from its mistakes. Realising that the Doctor is an alien, the hologram begins pulling him to the console, thinking he is the correct pilot. Amy suggests that perhaps the Doctor could fly the ship safely, but the Doctor explains that he is too much for the ship and if he were to touch the console, the resulting explosion will not just destroy the Earth but the entire solar system.

The Doctor remembers Craig's previous encounter with the "lodger", and deduces that Craig was told he wasn't needed because Craig possesses no desire to leave, Sophie, on the other hand, was pinpointed by the hologram as suitable as soon as she expressed some desire to travel to Africa. The Doctor encourages Craig to touch the console and focus on the reason he doesn't want to leave — Sophie. Craig confesses his love to Sophie and begs her to stay. She calls him an idiot and tells him that she loves him, too, before slamming her hand on top of his. This shuts the ship down but also causes it to implode. The trio narrowly escapes into the street, where they see the spaceship appear in place of the false second floor before vanishing into oblivion. Craig is confused as to why the passers-by did not notice the top of the flat vanish. The Doctor explains a perception filter tricked their memories.

Later, Craig and Sophie snog happily, deciding that they could do anything together with their lives. They proceed to continue snogging as the Doctor sneaks in to return his spare keys to the flat. However, when the Doctor turns to leave, he stopped by Craig. The Doctor promises the couple that he will come back, but Craig dismisses this, knowing it's not true because he's seen the Doctor's thoughts. Nevertheless, Craig still gives the Doctor a set of keys to the flat as a gift. Glad to have met a human friend who understands him, the Doctor accepts the keys.

Reunited with Amy back in the TARDIS, the Doctor orders her to write the note to his past self, which will eventually direct him to the flat. While searching the Doctor's jacket pocket for a pen, she discovers the jewellery box containing her engagement ring. Stunned, she opens the case and examines it. Meanwhile, a crack develops in the apartment wall behind Craig's garbage can. The crack widens with brilliant light spilling out. In the TARDIS, Amy stares ahead with a very confused and scared look on her face.

In 1996, Amelia Pond sits in her bedroom, praying to Santa Claus for help mending the crack in her bedroom wall. Believing she has heard something in her garden, she runs to her window. The garden is empty. Later, she gives a drawing she has done of the night sky — complete with stars and the moon — to her psychiatrist, Christine. Christine explains gently there are no stars. The night sky is empty save for the Moon. That night, Amelia overhears Christine and her aunt talking about her. As she eavesdrops at the top of the stairs, she sees a pamphlet advertising the National Museum slipped through the letterbox by a familiar figure wearing a fez. He flees when she notices him. There is a circle drawn around a notice of the Pandorica exhibit and a note reading, "Come along, Pond."

Amelia and her aunt go to the museum. Amelia runs off and makes her way to the Pandorica exhibit, passing a variety of strange machines on display; other exhibits are quite wrong as well, such as penguins in the Arctic. Someone also steals her soda before she can notice who did it. At the exhibit, Amelia sees another note stuck to the face of the box. It reads, "Stick around, Pond."This prompts Amelia to hide out in the museum to find out who is leaving notes for her.

After the museum's close — and Aunt Sharon's failure to find her — Amelia returns to the Pandorica and curiously sets a hand on it. Mechanisms on the face of the box glow green, scaring Amelia enough to make her back a few feet away. The Pandorica opens, but instead of the Doctor still being imprisoned inside, the occupant is instead Amelia's older self: Amy Pond. Noticing her younger self, Amy tells the confused Amelia, "Okay, kid, this is where it gets complicated..."

In 102 A.D. the Auton duplicate of Rory Williams cradles a dead Amy Pond, comforting himself by telling her how the universe ended; it would mean they never get born, twice in his case. Amy would laugh at that; he begs her to laugh. Suddenly, a fez-wearing Eleventh Doctor appears in front of them, holding a mop. He tries calming Rory by saying it is not the end of the world but then corrects himself by saying it's the end of the universe. The Doctor vanishes and reappears without the mop. A confused Rory is instructed to free the Doctor from the Pandorica; the Doctor is already out. The Doctor explains that he is already out, but back then, which is the present for Rory, he is yet to escape. Giving Rory his sonic screwdriver, the Doctor wishes him luck and informs him to put the sonic in Amy's top pocket when he's done with it.

Rory follows the Doctor's instructions, opening the Pandorica with the sonic where the Doctor is revealed to still be trapped within. Exiting the prison, the Doctor deduces he will set up the chain of events that lead to his release. Rory questions the Doctor about the stone remains of the Alliance. The Doctor explains that they are the after-images of the races that now never existed due to the destruction of the universe. The Doctor wonders where Amy is; Rory gives a remorseful look.

Showing Amy to the Doctor, Rory asks if there is anything he can do for her. The Doctor says he could if he had the time, angering Rory. The Doctor explains that all lifeforms except for them and humanity have been deleted from existence; "Your girlfriend isn't more important than the universe." Enraged, Rory punches the Doctor, knocking him down. The Doctor quickly pulls himself back up, laughing, and relocates his jaw, welcoming Rory back; he had to be sure Rory wasn't acting, but genuinely loved Amy like the original.

Putting Amy in the Pandorica, the Doctor explains that she is not an ordinary girl due to having the universe pouring through her dreams every night because of the crack in her wall, so when the Nestene took a memory print off Amy, they got a bit more than what they bargained for — Rory's soul inhabits his Auton replica. Sealing the Pandorica once more with Amy inside, the Doctor explains to Rory that it prevents people from dying as it's a form of escape; it can stasis-lock Amy in a near-death state until it gets an external sample of her DNA to revive her, which will take around 2000 years. Recovering River Song's vortex manipulator from the ground, the Doctor sets it for the future. Offering Rory a lift, the Doctor is bewildered when he decides to remain behind to guard the Pandorica. Despite the warning that he may go mad from never sleeping, Rory insists; the Doctor relents but warns him he isn't indestructible and gives him fair warning of all the things he knows can cause an Auton to be destroyed or become faulty before vanishing into the future.

In the museum, Amy compares Amelia's height to herself, Amy guesses its 1996. Sure of the year, Amy looks around the exhibit, paying no mind to the younger version of herself. She finds a video on "the Lone Centurion" — a man in Roman armour who protected the Pandorica wherever it went for 1839 years and prevented anyone from opening it. He was last seen in 1941, dragging the box away from a burning building; it is believed the Centurion died in the inferno as no body was recovered. Amy realises he was Rory, having retained her recovered memories of him, but there is no time for her to dwell on this. The restorative light from the Pandorica has reactivated a stone Dalek in the exhibition and it's heading straight for the Ponds.

The Doctor appears, having used the vortex manipulator to travel 1894 years into the future. The Dalek shoots at him and Amy, prompting them to take cover with young Amelia; they're trapped. A museum guard appears and the Dalek deems him unarmed. However, the guard uncaps his hand, revealing a laser gun to disable the Dalek. Amy rejoices when she sees that the guard is the Auton Rory. They kiss while the Doctor realises the "light" from the Pandorica revived the Dalek partially. He also takes a fez from a display, putting it on Amelia, who refuses it; the Doctor dons the hat himself. The Dalek begins coming back to life once more due to the Pandorica still being open.

The Doctor leads the group away from the Dalek, blocking the door with a mop to buy time. When Rory recognises his appearance, the Doctor establishes the timeline by travelling back to 102 A.D. and ordering that version of Rory to let him out of the Pandorica. He leaves the notes for Amelia, all of which led her here. The Doctor even fulfils Amelia's request for a drink while running around the timeline, snatching it from the earlier version of herself at the museum. A bewildered Amy wonders how the Doctor keeps vanishing, making him explain what the device on his wrist is: "cheap, and nasty time travel; it's bad for you. I'm trying to give it up."

As they head for the roof, another version of the Doctor appears at the top of the stairs, near-dead. He falls down the stairs and whispers in the younger Doctor's ear before dying. The Doctor announces he has only twelve minutes to live. Amy is confused, but Rory points out that they can't just leave his body there. Feeling challenged for who's in charge, the Doctor asks Rory what they're going to do about Amelia. They look back to see nothing but Amelia's spilt drink. The Doctor explains history is still collapsing, and now there was never any Amelia Pond, confusing Amy; how can she be there when her younger self isn't? The Doctor answers that they are just the last light to go out. They head for the roof. After they've left, the Dalek begins to restore itself.

On the building's roof, Rory and Amy are confused by the sudden daylight; the Doctor retorts that he already told them that the eye of the storm is closing up, so time is speeding up. Rory questions the Doctor as to why the TARDIS exploded; "Good question for another day." The Doctor then makes them think; the sun was erased with every other star in the universe, so what's burning in the sky? The Doctor picks up a satellite dish and sonics it, revealing the sound of the TARDIS. The object keeping the Earth warm and lit is his TARDIS, exploding at every moment in history. Rory's Auton-enhanced hearing picks up a voice in the sky, which the Doctor amplifies with the dish. It's River Song's last words — "I'm sorry, my love" — repeated over and over. The TARDIS' emergency protocols have locked the console room in a time loop to save her life. The Doctor gives a smile to a shocked Amy and Rory.

River is seen repeating her attempts to open the TARDIS doors three times, each time failing and saying she is sorry to the Doctor as the TARDIS begins exploding. On the fourth attempt, the Doctor appears via her vortex manipulator, saying he's home. River looks at her watch and gives an annoyed look; she's been aware of the time loop the entire time and has been waiting for him to come and get her. They travel back to the roof, the Doctor introducing River to Rory. River explains she has questions, but number one is, "What in the name of sanity do you have on your head?". The Doctor explains he wears fezzes now since they're cool; Amy removes it from his head and tosses it in the air, where River blasts it to pieces. However, the regenerated Dalek elevates onto the roof and shoots at the group. They retreat to the museum below.

The Doctor runs through the museum, deducing that, along with the restoration field, the Pandorica contains a few billion atoms of the universe as it was, hence how the Dalek returned despite being erased from history. River tells him there's tiny fault of the Pandorica not being able to properly restore a single Dalek. The Doctor proposes getting the Pandorica to the exploding TARDIS, not only giving it unlimited power, but allowing it to scatter the atoms of the original universe throughout time and undo total event collapse. When asked how they can do this, the Doctor smug tells his friends to listen before turning to lead them back to the Pandorica; however, he is shot by the laser blast of the Dalek, which managed to locate them. The Dalek briefly powers down due to the amount of energy it expended, while the Doctor uses the manipulator to vanish into the past. Amy and Rory head back to his body, while River stays behind. As River is an associate of the Doctor's, the Dalek believes she will show mercy; she tells it her name and to look her up in its database, knowing one blast from her gun to its eyestalk will kill it. After seeing its information on River Song, the terrified Dalek begins begging for mercy.

Downstairs, Amy and Rory find The Doctor's corpse is not where they left it. River returns to remind them the Doctor lies, informing them the Dalek is dead as well. The Doctor had pretended to die to make them decoys to buy him time. They return to the exhibit and find the dying Doctor has strapped himself into the Pandorica. River realises he plans to use the vortex manipulator to fly the box into the heart of the TARDIS, exploding at every point in history. The explosion will release the atoms of the preserved universe, restoring it. River admits gravely that the plan will work only if the Doctor seals himself on the other side of the cracks. The entire universe will be restored, but not the Doctor. He will never have existed at all. However, all the good he has done for the universe until now will remain.

The Doctor and Amy say their goodbyes, and he admits that he took her with him because her life didn't make sense... living in a large house with only her aunt. He then asks Amy what happened to her parents, and she answers that she lost them but is alarmed when she cannot recall the specific details. He explains that they weren't killed when Amy was young, but consumed by the time field in her bedroom wall which has been eating away at her whole life. He assures her that as long as she remembers her parents, she can bring them back like she did Rory and with her family around her she won't need her imaginary friend. He pilots the Pandorica into the explosion, texting River "Geronimo!" on the way, and resets the universe, disappearing from existence...

...and sits up on the floor of the TARDIS console room. He rejoices he has survived being erased — until he sees Amy and himself from a week earlier, travelling to Space Florida; his timeline is unravelling, meaning, "Hello, universe, goodbye, Doctor." He calls over to Amy. She hears him, but cannot see him. His life rewinds further. He is in a street in Colchester, watching Amy leave a note for him underneath Craig's advertisement for a new lodger. She still cannot see him. The Doctor notices a crack in the road behind him, sealing itself.

He rewinds to the Byzantium; he approaches Amy — her eyes shut to avoid being killed by the Weeping Angel — and encourages her to remember what he told her when she was seven. He rewinds to 1996 and finds Amelia asleep in her back garden, awaiting his return. He carries her to bed and tells her the story of how he stole — or, rather, "borrowed" — the TARDIS, describing it as "ancient and new, and the bluest blue ever." He sees the crack in her wall and tells her it can't close properly until he's on the other side and steps through, preferring not to see the rest of his life rewind. The crack in her wall closes. She wakes to an empty room and quickly goes back to sleep.

In 2010, Amy wakes on her wedding day, surprised when her mother brings her breakfast. Her mother informs Amy she may toss the breakfast out the window as her father's a terrible cook. Amy races downstairs to see her father, studying a joke book for his speech at the reception. Amy finds her reaction to her parent as odd and she has the lingering feeling there is someone or something else missing. When she phones Rory to see if he feels the same way, he agrees with her because he loves and fears her. Excited, Amy gets ready for her wedding.

At the reception, she enjoys listening to her mother whisper insults about her father or giggles that her father is taking time to correct his speech. Amy then spots River Song outside, walking past the window. Rory presents her with a wedding gift someone has left — River's blue TARDIS diary, all its pages now blank. Amy begins to cry, wondering why she is sad. Rory tries to explain away the diary by reminding her of the old wedding saying: "Something old, something new, something borrowed, and something blue." She notices some of the guests at the other tables; a bow tie and braces catch her attention just as a tear hits River's diary.

Amy interrupts her father's speech to announce that her imaginary childhood friend, "the raggedy Doctor," is real and he is late for her wedding. Her mother and aunt sigh, remembering how many psychiatrists they sent her to. Amy continues yelling that she brought everyone else back from the time field, so she can for him as well, which is why he told her that story when she was little, about the ancient, brand new box. The TARDIS — old and new, borrowed and blue — materialises in the middle of the room. Amy walks up to the TARDIS and asks the Doctor if she's "...surprised him this time." The Doctor steps out in a top hat and full evening dress, admitting that he is completely astonished. Everyone at the wedding is shocked to discover that the Doctor wasn't a figment of Amy's imagination, while Rory now remembers everything that happened to him and doesn't understand how he could have forgotten, especially being nearly 2000 years old. The Doctor introduces himself to the crowd; no doubt Amy's parents are feeling like apologising for not believing Amy.

Amy imitates part of the wedding ceremony, telling him he can kiss her. However, the Doctor stops Amy, informing her the brand new Mr Pond will be taking care of the "kissing duties" from now on. Annoyed, and thinking the Doctor doesn't understand earth customs well, Rory tries explaining that marrying Amy gives her his last name, but relents when the Doctor says his version is correct. The Doctor says he'll move the TARDIS as they're gonna need the space for dancing, which is why he came. When everyone starts dancing, the Doctor does so badly, making Amy giggle ("You're terrible! That is embarrassing!" she shrieks) and amusing the children present; he even tries teaching them his moves. Later, watching Amy and Rory slow dance, the Doctor notes to himself that Rory is 'the boy who waited' and, after guarding her for two thousand years, deserves his happiness.

The Doctor leaves to return to the TARDIS, now parked in Amy's garden. River Song appears behind him. He returns her vortex manipulator and her diary, explaining that the writing has come back, but he didn't peek ahead. As River thanks him, the Doctor asks if she's married herself. She wonders if he is asking, and he says, "Yes," then stammers when he realises he accidentally proposed to her. River teases him with further affirmations. The Doctor wonders who she really is. She says he will find out very soon when everything changes. She leaves abruptly via her vortex manipulator.

Exasperated, the Doctor enters the TARDIS, placing his scarf on a nearby lever. Amy enters, trying again to entice him into kissing her; Rory follows after her, annoyed she's still trying to kiss the Doctor. Rory reminds the Doctor that he just saved reality, so he should take the night off and relax. He is reluctant — they still do not know what led the TARDIS to the date of the temporal explosion and destroyed it, much less why. He also has not figured out the meaning of the "silence." As he ponders, he takes a TARDIS phone call: an Egyptian goddess is on the loose on the Orient Express in space and the being on the other end is concerned. The Doctor turns to bid Amy and Rory goodbye, but Amy runs to the door, bids her former life "adieu" and closes the TARDIS doors. The Doctor smiles and fires up the engines, sending the TARDIS spinning through the time vortex...

A spaceship plunges towards an unknown planet. Its captain orders the pilot to try steadying the ship. A distress call has been sent from the ship's honeymoon suite, angering the captain as she does not know who sent it. Amy and Rory, honeymooners aboard the craft, rush to the bridge of the spaceship to see if they can help; Amy is in her police woman kissogram outfit and Rory in a centurion uniform. Embarrassed, they explain they were having "fun".

Amy was the one who placed the distress call. Rory holds an odd device with a light attached and is wondering if he has to change the bulb or if the Doctor has received the signal; Amy quiets him, praying that the Doctor isn't late this time. All of a sudden, the ship's computers register a small object approaching the ship; the TARDIS soars into view, beaming the message, "Come along, Pond." When asked what the message means, Amy simply answers that it's Christmas.

Kazran Sardick, a wealthy, heartless man, owns much of the planet below — and the cloud belt above, where the ship is trapped. His money comes from a loansharking business he inherited from his father. To secure loans, he cryogenically preserves family members of borrowers for collateral. On Christmas Eve, he meets with one such family in his library. They beg for the release of a family member to spend Christmas Eve with them. Kazran rejects this proposal. He takes a phone call from the president of the planet, asking his permission to land the star-liner safely; he refuses. As he returns to berating the family, a boy notices the sound of the TARDIS landing above them.

Suddenly, the Doctor slides down the chimney into the room, calling it a whim. Babbling, he notices a "flashy-lighty thing" machine and tells the group that it's what brought him there; he tries to use the controls to open the cloud belt, but cannot use them. Kazran says the machine is isomorphic. The Doctor wonders who Kazran is, confusing the rich miser as everyone on the planet should know him; the Doctor changes the subject, wondering who the girl in the ice box is. Kazran says she is no one important, amazing the Doctor as he has never met anyone who wasn't important. He asks Kazran to help him save the ship stuck in the cloud belt, but Kazran refuses.

Kazran orders the Doctor and the family removed from his home. The servants grab the Doctor to pull him away. The family's young son throws a chunk of coal at Kazran's head. Kazran moves to strike him, but doesn't; he orders the family and the Doctor to be thrown out. The Doctor returns to ask why he didn't hit the boy. Though Kazran is less than cooperative, the Doctor quickly pieces together Kazran's personality from the arrangement of his furniture. There is a picture of his father, deceased for twenty years, but Kazran keeps his chair pointed away. Kazran fears being like his father. The Doctor says he is not because he didn't hit the boy.

Outside, the Doctor speaks to Amy over her mobile phone, but is distracted by the sight of some sky fish swimming around a lamp. The unnaturally high water level in the cloud belt, combined with the slight electrical charge, allows the fish to swim amongst the fog. A carol begins playing in the speakers in the street, preventing Amy from hearing the Doctor properly; she informs him that the ship only has an hour left. The Doctor begins panicking about what to do, babbling about what he knows about the situation; he has to turn a very mean man into a nice man on Christmas Eve. Amy asks him what the singing is in the background, but cannot hear him; the Doctor repeatedly tells her that the noise is a Christmas carol, and then suddenly gets an idea. The Doctor suddenly smiles and looks up at Kazran's mansion, and wishes Kazran a merry Christmas.

Kazran is asleep in his library, dreaming of Christmas Eve when he was only twelve years old and tried to film his encounter with a sky fish. Kazran wakes to find this video being projected onto a wall in his library; in the video, Kazran's father storms into the room and strikes his son, furious that he has disobeyed him by researching the fish. The Doctor appears behind the adult Kazran (whose entire staff has left after winning the lottery, despite there not actually being one) and wonders if he ever saw the fish; Kazran reveals that this was the day where he first began to realise that there was no one who would ever help him and that he was on his own in the world. When asked who he is, the Doctor retorts that for this night, he is the Ghost of Christmas Past.

The Doctor reveals that he can change the past and takes off as Kazran derisively declares this to be impossible. The sound of the TARDIS is heard; in the video, young Kazran looks around just as the Doctor steps into his room via the window. He gleefully jumps around, revealing that he is Kazran's new babysitter; the old one having also won the non-existent lottery. The Doctor addresses the camera, telling the future Kazran his past will now start changing; the new memories will scare him at first, but he'll get the hang of it. The adult Kazran protests that this didn't happen, but suddenly remembers that it did.

In the past, Kazran wonders who the Doctor is. The Doctor takes out his Psychic Paper to show him that he's universally recognised as a mature and responsible adult. However, it only appears as a bunch of wavy lines to the boy. The Doctor scoffs, putting the paper away; "finally a lie too big." Knowing how much Kazran wants to see a fish, the Doctor decides to help the young man make his dream come true.

Kazran and the Doctor hide in Kazran's wardrobe, luring the sky fish in through the open window with the sonic screwdriver on a string tied to the Doctor's finger. Kazran confesses to the Doctor that he is the only student in his class who has never seen a fish; he was sick at home when the cloud belt broke open and released a school-worth. Now every kid has a story except him. A moment later, the string starts moving. The Doctor opens the wardrobe door to see a small fish curiously playing with the sonic. The Doctor steps out — with the adult Kazran, remembering the event, warning him not to — and deduces how the fish survive in the fog. Suddenly, a large sky shark swoops in and gobbles up the smaller fish and half of the sonic screwdriver.

A scared Doctor backs up to the wardrobe, shutting himself inside. He tells Kazran that on the plus side, he now has a story. The shark tries getting in and rams its head into the door. Seeing its mouth stuck open, and the sonic glowing inside, the Doctor decides to give his "two tries" at getting it back. After a struggle, the Doctor manages to stun the shark, which cannot survive outside the fog belt. The Doctor tries to console a young Kazran, confessing there is nothing he can do for the shark without his sonic screwdriver, half of which is still inside the fish; though he has a means of returning it to the sky, it would never survive the trip without some form of life support. To his surprise, Kazran offers an ice box.

Kazran leads the Doctor to a large storeroom in the basement, which is filled with rows of ice boxes, all of which hold frozen people. Stopping in front of one ice box, Kazran plays its video message: its occupant is a young woman called Abigail Pettigrew, who expresses her gratitude towards Elliot Sardick and her love of the fish. Kazran explains that the people in the boxes are family members of those who have borrowed money from his father, but he insists that they can borrow Abigail's box for the night, unlocking it. Before she fully awakes, the two realise that the shark has followed them to the vault, temporarily revived by swimming in the fog that is settled on the floor.

Following a short chase, the shark is put to sleep by Abigail's singing. The Doctor explains that her voice resonates with and aligns the fog crystals in the same way that Sardick's machine does. In the present day, Kazran turns to a picture on the wall, realising that it is of Abigail. He then remembers "it's bigger on the inside". In the past, Kazran and Abigail marvel at the TARDIS. The Doctor dismisses it.

With the shark in Abigail's box, the Doctor pilots the TARDIS into the cloud belt. Dismissing his time machine as impressive, the Time Lord tells the children that he keeps the true wonders outside of the doors. He opens them, revealing the sky full of fish. They release the shark, which swims after a new meal. The Doctor notices a dial set at eight on Abigail's ice box. When he asks her if it relates to her, she responds by asking if he is one of her doctors; however, he is distracted by something else before she can explain.

The Doctor and Kazran return Abigail and her box to the vault, with Kazran promising that they will return and wake her every Christmas Eve from now on. The Doctor starts to complain as Abigail watches the door shut. However, she is next awoken by Kazran and the Doctor, wearing Santa hats. Using the sonic, he calls the shark down to pull a sleigh for them.

A third Christmas comes, with the Doctor offering to take the duo wherever in time they wish for Christmas. In the present, Kazran sees a tin-worth of pictures, showing new memories of his Christmases together with Abigail and the Doctor; he's been to New York, the Pyramids, etc. He is happy and confused by this. In the past, each Christmas has the dial on Abigail's ice box count down.

On the sixth Christmas Eve, Abigail finds Kazran much older than before and appears attracted to him. This Christmas, she requests that they visit her family; she and Kazran watch her sister, brother-in-law, and nephew prepare for the festivities through the window from outside. Abigail cries; when Kazran wonders why, she explains that it is because she is watching the life she will never be able to have. To their shock, the Doctor has gotten the family to invite them in. Abigail tells her sister of her Christmases but declines to stay the day for dinner. As a result, they have it then. The Doctor attempts a card trick, which he fails at repeatedly. Abigail's sister warns her that Kazran will turn out just like his father; however, Abigail knows there's kindness in his heart that Elliot lacks. At the end of the night, Abigail kisses a nervous Kazran.

The following Christmas finds the trio at a 20th century Hollywood party. Kazran finds a crying Abigail by the pool; when he expresses concern for her, she explains that it is time for her to tell him the truth. A few minutes later, the Doctor finds the couple kissing passionately, but impatiently requests to leave, as he has accidentally become engaged to Marilyn Monroe; he leaves with her nevertheless. Abigail sadly tells Kazran that there is nothing that can be done. When the Doctor and Kazran return Abigail to her ice box, the couple bids each other a silent and emotional goodbye. When the Doctor tells Kazran that he'll come back next year, Kazran explains that he has outgrown Christmas and would like to end their yearly ritual. With the Doctor reflecting that Kazran has not changed nearly as much as he would have liked, he offers Kazran his half of the sonic screwdriver in case Kazran ever needs him; Kazran assures him that he won't. Meanwhile, Abigail's dial has turned to one.

A few Christmas Eves later, Elliot Sardick is celebrating with his son — his machine is complete, and the planet is theirs; Elliot finally figured out part of the truth. Confused on what he should do from now on, Kazran runs to his room and takes the screwdriver out of his desk, considering using it to call the Doctor. He turns to see the Doctor standing just outside his window. Kazran goes to the window and looks on as the Doctor gives him a smile, hoping he can be of help. Angrily, Kazran shuts the curtains on him and returns the screwdriver to his desk drawer.

In the present day, Kazran goes to his old and disused room and takes the screwdriver out of the drawer and holds it, contemplating what to do. He receives another call from the president of the planet, who demands the cloud belt be opened and allow the star-liner to land safely. However, Kazran simply refuses; he explains that a very old friend (the Doctor) took many years to show him life isn't fair. Suddenly, a hologram of Amy appears in the library; she is the ghost of Christmas present. She brings him to the vault, where she has summoned dozens of holograms of the spaceship's passengers, who are singing for their lives; she explains that the Doctor was only trying to turn Kazran into a kinder man, but Kazran insists that people can't be rewritten.

He destroys the holograms and stops in front of Abigail's ice box, revealing to Amy that Abigail was mortally ill when she volunteered for the ice, and the dial showed how many days she had left to live. If he were to let her out now, he would only have one day with her. Determined, Amy projects a hologram of Kazran onto the ship's deck, where he is able to witness the chaos as the ship plunges towards the planet; the captain angrily tells Kazran that the Doctor has the ship's passengers singing with the hope that they might stabilise the ship — as Abigail was able to calm the shark — but it's not working; now, they're doing it because it gives them hope. When he is appealed to again to save the ship, Kazran angrily declares that everyone must die. Amy reveals that the Doctor has been listening, and he returns Kazran's consciousness to his body in the vault, apologising.

The Doctor says that he will now show Kazran the future, and Kazran welcomes this, knowing that he will die alone and afraid like everyone else; he repeats that he doesn't care about the people on the ship and goads the Doctor into showing him the future — only to be surprised when the Doctor explains that he already is. He points to a twelve-year-old Kazran standing in front of the TARDIS; the Doctor made Kazran the Ghost of Christmas Future. The Doctor asks the boy if he wants to turn into a heartless monster like his father. The boy mistakes his older self for his abusive father, infuriating Kazran, who goes to strike him.

However, Kazran is bombarded by his new memories of the love he and Abigail shared. Seeing his younger self cowering, Kazran realises he has to break free of his father's influence and become his own person. He hugs his trembling younger self, telling him it will be okay. Seeing he's changed Kazran into a better person, the Doctor asks him if he's ready to save the ship. With only a few minutes left, the Doctor and Kazran go to the cloud belt controls only to find that Kazran has changed too much and the machine no longer recognises him as Elliot would never let a kind person use the machine.

The elder Kazran gives the Doctor his half of the sonic screwdriver; the Doctor realises that he can transmit a signal from one half to the other — which is still contained in the shark floating in the cloud belt — but he needs it to transmit something else, something they know will work. Apologising to Kazran, he explains that they will need to release Abigail; her voice resonates perfectly with the fog crystals, and only that will calm the sky. Kazran is reluctant to let her out, but when he does so, she insists that she would have chosen Christmas Day with him for her final day.

She begins to sing her song, which unlocks the cloud belt and causes a snowfall for the first time in years. The townsfolk gather, watching in amazement at the sight of snow. Kazran watches Abigail sing, mesmerised by his beloved's beauty; she gently caresses his face. The ship's crew realises that they are able to land the ship safely, and Rory and Amy embrace. The Doctor departs with young Kazran, who now knows how his future will play out, regardless of his heartless father's actions. Old Kazran and Abigail wave goodbye; they then notice that a sleigh lies behind where the TARDIS was.

Amy and Rory meet up with the Doctor on the ground, where she notices he has built numerous snowmen along the street. The Doctor wonders why they are dressed in their costumes; Rory explains that they lost their luggage despite having a safe landing. However, the Doctor wonders why they are dressed like that at all; Amy hushes the Doctor and tries warming herself up. Rory asks if the Doctor has any more ideas for honeymoon locations. The Doctor begins babbling on about a carnivorous "moon" made of "honey" that has some "lovely views"; Rory is less than excited to hear about this idea and walks into the TARDIS.

Amy asks the Doctor if it is okay to leave things the way they are; Abigail and Kazran only have one day left together. However, the Doctor tells her that if nothing ever ended, nothing would ever get started. Rory pops out of the TARDIS, saying he answered the phone; Marilyn has called the Doctor. The Doctor tells Rory to inform Marilyn that he will call her back, "and that was never a real chapel". Amy wonders where Kazran and Abigail have gone, but the Doctor only answers "Christmas"; Amy enters the TARDIS and the Doctor follows shortly after looking up into the sky.

The scene pans above to show the snowing night sky as Kazran and Abigail fly by on their shark-drawn sleigh.

A young policewoman, Lucy Hayward, roams the corridors of what appears to be a 1980s Earth hotel. Each room in the hotel possesses the manifestation of a fear, and each person who comes to the hotel must find their room — after which, they begin to "praise him". Lucy is the last of her companions. Lucy's room contains a giant gorilla that she once saw in a book when she was younger; screaming, she backs out of the room. Somewhere in the hotel, a creature awakens. As Lucy continues to write about her fear, she begins to "praise him", and stands in peace as she welcomes the creature to kill her.

Sometime later, the TARDIS lands in the same hotel. Once more, the TARDIS hasn't taken the Doctor where he wants to go, which in this case is the planet Ravenscala. The Eleventh Doctor is fascinated by their surroundings since, as he informs Amy and Rory, the hotel is not really a hotel at all, but something that someone has made to look like a hotel. There are pictures on the walls of various humans and aliens including Lucy, each bearing their names and fears. They are suddenly confronted by two Earth humans — Rita, a nurse, Howie, a computer geek — and Gibbis, a cowardly, mole-like alien from the planet Tivoli.

Rita carefully inspects the TARDIS trio, deducing that because their pupils are dilated, they have no idea what is going on either. The Doctor is immediately impressed by her cleverness and jokes to Amy that Rita will be replacing her as his companion. Rita explains to the Doctor and his companions that each room in the hotel contains "bad dreams", with Howie adding that the walls twist and move so that you never know where you're going or where you'll end up. This is confirmed when the Doctor tries to take everyone back to the TARDIS only to find that it has disappeared. When the Doctor asks Rita if there are any more people inside the hotel, Rita mentions Joe, who's a bit "tied up". When the Doctor asks what is keeping Joe occupied, Rita retorts, "No, I mean he's tied up."

Rita, Howie, and Gibbis bring the Doctor and his companions to Joe's room, which is full of ventriloquist dummies. Joe has been tied up by the others inside the room because of his mental instability. Joe informs the Doctor that he is going to die in the hotel; the Doctor jokes, "They certainly didn't mention that in the brochure!" Trying to get through to Joe, believing him to be possessed by an external force, the Doctor learns that "he" is going to feast. He also warns the Doctor that the same thing will happen to him, but that he must first find his room — because there is a room in the hotel for everyone. Rather than leave Joe behind, the Doctor has his chair tied up to a cart so they can wheel him around the hotel while they search for the TARDIS or an exit. He warns the entire group to stay with someone else at all times, and avoid being drawn to a particular room.

As the group begins searching the hotel, each person begins throwing out his own theories as to what is happening and how they should act on it. Rory is powerless to keep Howie from finding his room, which contains a group of twenty-something girls who mock him for being nerdy and for his stutter. Howie begins to "praise him". Further up the hallway, Amy discovers pages of Lucy Hayward's diary, which the young woman had dropped as the beast killed her. She doesn't have time to show the Doctor, however, as the beast can be heard approaching to kill Joe. Rory locates a fire exit, but it goes unseen by everyone else as they scatter into various rooms to hide from the predator. Rita inadvertently enters her own room with Joe to find her father lecturing her about her grades. She also begins to "praise him". Rory, Amy, Gibbis, Howie, and the Doctor enter another room containing two Weeping Angels. Amy warns the others not to blink, but the Doctor quickly ascertains that the Angels are not real. He encourages her to set aside her fear, but Rory notes Gibbis' reaction — he hides in a closet — and suggests that maybe the Weeping Angels are not for any of them. The Doctor checks the corridor through the peephole, and finally gets a good view of their enemy: it's a Minotaur.

In Rita's room, the rope that is binding Joe to his chair comes loose and untied on its own, possibly through some sort of telekinetic energy. Joe runs into the corridor, smiling madly as he asks the Minotaur to come to him. It overpowers him and drags him away, though they are both chased by the Doctor. The Doctor is separated from Joe and the Minotaur in the winding labyrinth of corridors, but later stumbles across Joe's body. The Doctor tries to revive him but finds that it's no use.

The group returns to the hotel banquet hall with Joe's body, which the Doctor examines. Amy tries to comfort Gibbis by mentioning that she's met the Weeping Angels and thought the room was for her; however, she knows that the Doctor will find a way out of the mess they're in because he's never let her down, not even when she was a child and she thought he'd left her behind. Gibbis smugly mentions that since the Weeping Angels were for him, her room must still be somewhere in the hotel. The thought unnerves her.

The Doctor tells Rita that there is no medical explanation for Joe's death — his organs simply stopped, as though all of his faiths and fears were taken from him. Rita confesses that she believes the hotel is Jahannam, the Muslims' idea of hell. She is, however, completely unfazed by this and by the revelation that Gibbis is an alien. The Doctor tries to assure Rita that her theory is incorrect and that she is still alive but to no avail. Amy recalls Lucy's diary pages and presents them to the Doctor, who reads them as Howie begins to praise the Minotaur. "Praise him." The Minotaur in question awakens at the words.

The Doctor promises not to leave Howie, who is afraid of being eaten, though Gibbis angers him by suggesting that perhaps the Minotaur would leave the rest of the group alone if they were to sacrifice Howie to him. Rita nobly offers to stay with Howie, but the Doctor rejects this and berates Gibbis, insisting that "no one else will die today." Theorising that the beast feeds on fear, the Doctor tells the others that they must do whatever they can to fight the fear off, and to dig deep, to find and embrace their faith. As Amy wonders what their next move is, the Doctor slyly explains that they're going to catch the monster.

Using a speaker through which Howie's voice is projected, the Doctor lures the Minotaur into the hotel spa, as Amy, Rita, and Rory lock the doors from the outside to trap it. The Doctor begins speaking to the Minotaur, who claims that the "warden" takes people and places them in the hotel, which houses "tailored-made hell" for each of its victims. Once confronted by their fear, the victims begin worshipping it. The Minotaur explains that it has lived for so long that it has forgotten its own name. As victims just keep on showing up and its instincts are too hard to resist, the creature has lived a long, miserable life, now consisting purely of instinct and routine. He wishes to end it, and at last get some peace.

Meanwhile, Gibbis keeps watch over Howie in the reception area, but Howie taunts Gibbis into releasing him. He freely roams the hotel, drawing the Minotaur — which escapes the spa by knocking Rory out — to him. The Doctor goes off in pursuit. Amy and Rita stay behind to look after Rory, but Amy finds herself drawn to Room 7 and opens the door. Rita is not quick enough to stop her from seeing what lies inside. Meanwhile, the Doctor locates Howie's body; the others arrive shortly after, with Gibbis claiming that Howie got free and overpowered him. The Doctor gives him an angered look of disapproval. Gibbis, guilty, chases after the group in hopes of forgiveness.

Later, Rory finds the Doctor admiring Howie's picture, which has been added to the wall alongside the others. Rory admits that he hasn't found his door yet, which the Doctor takes to mean that Rory isn't afraid of anything — something that Rory confirms, saying, "After all the time I spent with you in the TARDIS, what was left to be scared of?" The Doctor sadly notes that Rory spoke in the past tense. Later, they lay Howie's body out in the banquet hall next to Joe's.

The Doctor meets Rita on the stairwell and informs her that he is close to getting them out of the hotel. When Rita wonders why the Doctor has made it his responsibility to save them — noting that he has quite a "God complex" — the Doctor sadly looks down to Amy, obviously guilty for bringing her and Rory to a place where they are in danger. He invites Rita to travel with him once they escape the hotel and leaves her, but after he departs, she begins to "praise him" and goes off on her own.

While the Doctor searches for the hotel security room, he stumbles across his own door, Room 11, and is hardly surprised by what he sees inside. Although it is not directly shown, its reflection glints in the corners of his eyes: a familiar white light. Unlike the others, who heard voices telling them to praise the Minotaur, the Doctor's will proves stronger, allowing him to not fall victim. He appears well aware that this was going to be the fear inside his room all along, and maintains his composure. The Doctor stares at it hauntingly- this fear has troubled him for so long he knows he will confront it again once and for all. He addresses it grimly, "Of course. Who else?" The Doctor quietly shuts the door to his room and tacks a "DO NOT DISTURB" sign on the knob.

Rita continues wandering the hotel; when the Doctor finally locates the security room, he spots her on the footage and questions what she's doing. He uses one of the room phones to contact her, realising that she has begun to "praise him" and is now trying to keep everyone safe. Knowing that the Doctor cannot rescue her no matter what, she asks to die in private because she wants him to remember her the way she was — before she was robbed of her faith. As the Minotaur rounds the corner towards her, she hangs up on the Doctor, who heeds her last request and shuts off the security camera just as she is about to be killed.

The Doctor, devastated by Rita's death, destroys the hotel lobby in anger while the others listen. He begins to revise his theory, knowing that Rita wasn't afraid of her death and therefore the beast could not possibly feed on fear. Gibbis berates the Doctor for continuing to promise action without result; when Amy jumps to his defence, the Doctor realises the truth; the Minotaur feeds on faith, not fear.

Howie believed in conspiracies, Rita was a devout Muslim, Joe was a gambler who believed in luck, and Gibbis believes in the continued presence of invaders who will tell him what to do. The Doctor has inadvertently helped the Minotaur to thrive by insisting that his companions reject their fear and fall back on their faith, which the Minotaur then takes and converts into a consumable form. He tells a confused Rory that the TARDIS was pulled to the hotel — which is, in fact, an alien prison — because of Amy's faith in the Doctor. Amy suddenly begins to "praise him".

The Doctor, Rory, Gibbis and a slowly-possessed Amy flee through the hotel as the Minotaur gives chase, and find themselves hiding in her room. The Doctor is astonished to see that Amy's fear is a vision of her seven-year-old self waiting for a Doctor that she believes will never return for her. Amy begins to feel the Minotaur changing her, and the Doctor suddenly insists that he can't save her. He laments having stolen her childhood and leading her to her death, which he claims to have always known would happen because it always does. Requesting that she forget her faith in him, he insists that he really is "just a madman with a box" as he'd told her all those years before and that it's time to see each other as they really are. Calling her Amy Williams, he tells her that it's time for her to stop waiting and grow up. Though the Minotaur has broken into the room, it weakens as Amy's faith in the Doctor is dismantled.

The hotel disguise dissolves around them, revealing an automated alien prison cell. The prison floats through space, kidnapping people with belief systems so that their faith may be converted into food for the creature. Amy reminds the Doctor that because the hotel showed him a door, he must believe in something, though he neglects to tell her what this is. The dying Minotaur passes a message to the Doctor, expressing his pity for "an ancient creature drenched in the blood of the innocent", because "for such a creature, death would be a gift." The Doctor believes the Minotaur is referring to itself, but with its dying breath, the Minotaur suggests that it was referring to the Doctor. It subsequently dies, and the group prepares to leave in the TARDIS.

After dropping Gibbis off, the TARDIS materialises in a neighbourhood in 21st century London. Stepping outside, the Doctor presents Amy and Rory with keys to one of the houses in the row, with Rory's favourite car parked outside. While Rory steps inside to fetch champagne, Amy speaks to the Doctor privately, as she knows that he is leaving them behind. When she questions why, the Doctor explains that it's because she's still breathing; he doesn't want to wait until she's dead and he's left standing over their graves. After a tearful goodbye, the Doctor departs. Rory returns in time to see the TARDIS dematerialising, and wonders where the Doctor's gone. Amy merely replies that he is saving them.

Amy looks out of her bedroom window at the sky. At the same time, an equally sad Doctor looks around his now vacant time machine as he heads off to travel alone.

At a Sanderson & Grainger store in Colchester, two saleswomen ring up the final customers of the night. When one of the saleswomen, Kelly, laments being late for her date, the other, Shona, offers to cash up and clean out the changing rooms for her. The lights in the department store flicker ominously as Kelly leaves. Shona is left annoyed by the clothing and lingerie scattered in the changing room; Kelly had better be thankful she's doing this for her. Shona begins picking up the clothes, noticing someone still using the stall at the far end. After repeatedly warning that the store is closing, she pulls back the curtain and screams in terror; a Cyberman faces her.

At the same time, Sophie prepares to leave for a weekend holiday. She expresses unease at leaving Craig in charge of the house; however, Craig tells her that she needs this time to rest, as she is completely frazzled. Sophie tells him nervously that their respective parents, and "innocent people" may call to check up on him. She leaves and Craig begins calling everyone Sophie phoned to check up on him, telling them that he can handle things on his own. He then hears someone knocking on the door; thinking Sophie came back, Craig opens the door, saying he is coping on his own. In a humorous sense of deja vu, the Doctor is the one at the door instead of Sophie. With a smile, the Doctor says, "Hello, Craig, I'm back!"

Craig is left dumbfounded by the Doctor's appearance, asking how could Sophie get ahold of him. The Doctor claims he's just popped around to say hello, making a house call is something he's never done before. He comments that Craig "redecorated", saying he doesn't like it; Craig laughs, telling the Doctor that he lives in a house now. Since they've exchanged pleasantries, the Doctor turns to leave but notices the porch light is flickering. His suspicions raised, he forces himself into the house. The Doctor begins scanning the house with the sonic screwdriver, noting that there are increased amounts of sulpher emissions and that the stairs are a mess. Craig tries to silence the Doctor, who ignores him upon noticing the sonic picked up a life signal. The Doctor rushes upstairs and swings up a door, demanding the occupant leave the planet; however, he discovers a crying baby — it is Alfie, Craig and Sophie's son.

The Doctor sits in the kitchen, watching as Craig tries to calm the crying Alfie; the Doctor's blunder woke Alfie. Craig admits he can't cope on his own; Alfie cries all the time. Craig even wonders if babies have "off switches"; the Doctor quips, "Human beings? No; believe me, I checked." The Doctor remedies the problem by shushing Alfie, who immediately quiets. Craig continues to request parenting hints, so the Doctor — who speaks baby — informs him that Alfie prefers to be called Stormageddon, Dark Lord of All; that he refers to Sophie as "Mum;" Craig as "not-Mum"; the Doctor as "also not Mum"; and everyone else as "peasants." Craig wonders why the Doctor has come, refusing to believe that he's merely making a social call; the Doctor explains he thought he might try one out since he never has. Craig explains that he checked the upstairs when they moved into their new house, and his next-door neighbours on both sides are humans; he then jokingly asks if aliens are in his fridge.

The Doctor, however, is merely on a bit of a farewell tour and Craig is his last stop. Nevertheless, as they converse, he is troubled by a story in the newspaper. Craig comments that the Doctor has his "noticing face" on, which he has nightmares about. The Doctor insists he is not noticing anything, and even if he did, would not get involved this time. The Doctor departs with another goodbye, preparing to go see the Alignment of Exodor — which is locked in a Time stasis field, preventing him from making more than one attempt at seeing it. As he returns to the TARDIS, he continues to notice the flickering lights and taking scans with the sonic, but again tells himself that he will not get involved and is leaving.

The next day, the Doctor has started a job at Sanderson & Grainger's toy department. He demonstrates a toy helicopter to excited children, explaining that while nearly 50 Pounds is a lot to pay for it, it's their parents' cash, which would be wasted on boring things like "lamps and vegetables." Craig arrives with Alfie, and is accidentally hit by the helicopter; the Doctor greets Craig before sending his crowd away. Craig is naturally confused and asks why the Doctor is still around, thinking the Doctor went to see the Alignment of Exodor (which he mistakenly calls the Alignment of Exeter). The Doctor explains that he impulsively decided to get a job. The Doctor is happy to have been given a nametag, as he does tend to forget his name. Craig accidentally kicks a toy dog, which the Doctor picks up; he reminisces about robot dogs, claiming they're not as fun as he remembers. Bidding them farewell, the Doctor places the toy on the ground as he notices a small robotic gadget whiz around the shop. He quickly begins inspecting the area it went past.

Craig persists with the idea that the Doctor is in town to investigate something. The Doctor finally relents, explaining that recent disappearances of people have coincided with power fluctuations; Craig is left confused as the incidents haven't been in the news. The Doctor shows Craig a newspaper, explaining the public's attention is more focused on Britain's Got Talent; the disappearances are listed on other pages, therefore nobody sees the pattern. He escorts Craig and Alfie out of the store into a broken lift, which he repairs with the sonic screwdriver. Boarding the lift with them, the Doctor explains that someone has been using a teleport relay inside the shop and that the CCTV footage has been wiped, preventing any evidence. Suddenly, the elevator appears to dissolve around them.

Craig is not immediately aware of it, thinking it another power issue. The Doctor, however, can see that they have stumbled upon the aforementioned teleport and are now onboard an alien spaceship. He tries to distract Craig by claiming to love him, but Craig turns and notices the ship just as a Cyberman approaches. The Doctor quickly explains that he doesn't actually love Craig, except as a friend, quickly reversing the teleporter and returning them to the lift. Explaining what a Cyberman is, the Doctor goes outside with Craig and attempts to scan space for a Cyber-ship; there is no positive result. The Doctor orders Craig to take Alfie and leave Colchester, but Craig knows the safest place for him and his son is next to the Doctor. Flattered by Craig's trust in him, the Doctor allows him to stay and help investigate.

He tells Craig to look around, notice everything and ask questions. He suggests that people will be more open to him because he has a baby; this is why the Doctor usually brings a human companion with him, he says. They separate to cover more ground. The Doctor talks with Val, a chatty perfume saleswoman, who has mistaken him and Craig for romantic partners. Getting their wires crossed, the Doctor thinks she means the word in the professional sense, wondering if "partner" is a better word than "companion". Equally off the same page, Val says the wording is old-fashioned; there's no need to be indirect these days. Val then goes on to talk about a scandal going on with two other employees.

Seeing that he's getting nowhere, the Doctor decides to leave and ask someone else. As he leaves, Val mentions a silver rat with glowing red eyes; this prompts him to turn around in shock, as he saw it as well. She takes him to the toy department, explaining that she wanted the "silver rat" for her nephew, but the stock room says they don't have such a thing; she's not considered the possibility that it could have been brought in by a child from a different store. The Doctor, with a net to capture the suspicious "toy", sourly says, "I bet they do."

In the meantime, Craig is less successful, poorly choosing lingerie as his investigation spot. His attempts to talk to Kelly, due to trying to act cool, are misconstrued as harassment and he accidentally knocks over a lingerie display while trying to escape the wrath of George, the burly security guard. He compliments George's uniform to try pacifying him but is unsuccessful. At the same time, the Doctor hears the commotion and runs over to help. He is warmly greeted by Kelly and George. He introduces them to Craig, ending the tension; the Doctor compliments George's uniform, but, unlike Craig, is thanked. Kelly mentions Shona didn't turn up for work, complaining about having to work harder to cover for her. The Doctor suspects Shona has gone missing as well.

The two men look through the changing rooms where Shona was last seen. Craig is furious; following the Doctor's orders humiliated him in front of his son. The Doctor tells Craig that Alfie thinks he should believe in himself more. He uses the sonic to scan the changing room and deduces that a Cyberman took Shona the night before. The "silver rat" that Val saw is a Cybermat, an infiltrator that's been responsible for the electrical fluctuations; it's harvesting power. The Doctor doesn't understand why the Cybermen would target a shop as opposed to a nuclear power station. To answer his questions, the Doctor decides to capture the Cybermat.

Increasingly distressed by these recent events, Craig wonders why aliens only turn up in Colchester when the Doctor is around. The Doctor claims that it's merely a coincidence, which is "what the universe does for fun". As Craig goes to change Alfie, the Doctor then notices Amy and Rory walking in his direction from across the shop, unaware of his presence. A little girl named Allie stops Amy and asks for her autograph. As the Doctor hides so they don't see him, he notices Amy's photo on an ad for a perfume called "Petrichor", for "the girl who's tired of waiting." The Doctor can only smile and think of the irony in the tagline.

That night, the Doctor and Craig remain in the store after it closes and wait for the Cybermat. Craig laments telling everyone that he didn't need their help as leaving Alfie with a babysitter would be safer; Alfie wishes it would be a hot one. Because Alfie wants to be attached to Craig, the Doctor gives them a papose. The Doctor captures the Cybermat easily enough. Meanwhile, in the basement, George is inspecting the fuse boxes when he is attacked by a Cyberman. The Doctor and Craig hear his screaming. The Doctor immediately rushes to his aid but is knocked out by one of the Cybermen. On regaining consciousness, the Doctor finds Craig looking over him. The Cyberman did not kill him, because it was weak and made of spare parts. He expresses confusion as to how the Cybermen have travelled there, given that he shut down the teleport relay and it should've taken them days to repair it.

They return to Craig's house. As the Doctor examines the Cybermat, Craig tells him he's going to get more milk, leaving the Doctor in charge of Alfie. Alfie begins crying as soon as Craig leaves and the Doctor leaves the Cybermat unattended to go comfort him. The Doctor tells Alfie to save his tears for later as there's a spiritual emptiness of adulthood waiting for him; however, the Doctor realises it's his old age talking, going on to say that he gave everything 110%.

The Cybermat, which has reactivated itself, sneaks up behind the Doctor. He is able to stun it with the sonic and escapes outside with Alfie. However, as he moves to go back into the house, he realises that the door has locked behind him and he has dropped his sonic screwdriver inside. Craig returns home, not realising the danger, and is attacked by the Cybermat. The Doctor hears Craig's cries for help, crashes through the back window and rescues him. Trying several times to hold down their adversary, the Doctor has Craig pin the Cybermat under a baking tray while he fries its memory with the sonic to make it benign.

Later, as the Doctor reprograms the Cybermat, Craig wonders about its presence. The Doctor doesn't understand why the Cyber-ship needs so much power and why the conversions of the missing people are incomplete. He continues to feel guilt for letting Craig stay to help him, referring to himself as a selfish man who puts people in danger. Craig reminds the Doctor that, if not for him, the entire planet would be in ruin, leading the Doctor to tell him sadly that he will not be around for much longer — his time is running out and he is set to die tomorrow. However, when he turns back, Craig and Alfie have fallen asleep and apparently not heard a word he's said. He only smiles sadly.

The next morning, the Doctor returns with "Bitey" the Cybermat to the shop. When Craig wakes, he finds a message from the Doctor that he's gone to stop the Cybermen. Sophie calls and leaves a message, saying she will be home soon. Craig readies himself and Alfie to go help the Doctor because, as Craig explains to Alfie, he wouldn't have him or Sophie if not for the Doctor. The Doctor always needs someone to help; he just can't admit it.

At the department store, the Doctor deduces that secondary transport must exist. He runs into Val, barely paying attention to her. She says that he's found the silver rat; the Doctor retorts, "But where are the silver men?" Continuing his search, he finds a passageway behind the mirror in the changing room where Shona was taken. He follows it down to a crashed Cyber-ship. While he investigates the control room, he is confronted by one of the Cybermen.

The Doctor explains what happened. The Cyber-ship crashed centuries earlier with a single, dormant survivor. The town council began laying cables. The Cybermat activated and tunnelled to the surface to salvage power for the ship's systems. The Cyberman announces they will reemerge when they are ready and convert the planet; six Cybermen are sufficient. The Doctor offers them a choice: deactivate willingly or be deactivated by force. As he prepares to make good on this threat, a second Cyberman appears and holds him in place.

At the same time, Craig arrives in the shop and leaves Alfie with Val, warning her not to follow him; unfortunately, she misunderstands the reason entirely. He finds the entrance the Doctor used and searches for something he can use as a weapon; seeing a price gun, Craig reasons that the Cybermen won't know what it is and he can bluff.

In the ship, the first Cyberman claims the Doctor will be their new leader, the second recognises that his binary vascular system makes him incompatible. Instead, they will use him for parts and discard what they don't need. Craig appears and threatens the Cybermen with his price gun. The Doctor orders Craig to leave. One of the Cybermen recognises Craig's compatibility and declares him their new leader. They begin preparing him for conversion, despite his protests, explaining that they take Craig's fear from him. The Doctor pleads with Craig to think of Alfie and finally declares that he is going to die tomorrow but he doesn't mind that if Craig can "prove him right." However, Craig is unable to escape or resist. The Doctor can only watch as the Cyber-armour assimilates Craig entirely.

Above, Alfie seems to sense the danger Craig is in and begins to cry. This sound is picked up on the Cyber-ship and heard by all onboard. As the Cybermen declare that Craig's conversion is complete, something changes. Craig's emotional systems begin to reboot themselves after hearing his child crying. His face plate splits down the middle, springing open to reveal Craig. He fights his way out of the armour to get to Alfie. The Doctor realises Craig's rejection of the conversion triggered a feedback loop. The Cybermen begin to feel everything they cut out of themselves and suffer from an 'overload'. This will lead to a very big explosion. As they realise that the way they came in is cut off, the Doctor remembers the teleport and fuses it back together. As they dematerialise, the Cyber-ship explodes.

In the shop above, the lift doors open and Craig runs out, calling for Alfie. The Doctor informs Craig that Alfie has given him a "ten out of ten." Craig boasts about blowing the Cyber-ship up with love. The Doctor begins to explain the exact process in its technical terms but ultimately concedes that Craig indeed blew it up with love.

Later, as Craig converses with Val — who has wrongly concluded that Craig and the Doctor are a couple — he realises that the Doctor has disappeared. He returns home to find the house spotless and the Doctor preparing to leave; the Doctor has made the place spotless. The Doctor reveals that Alfie prefers the name Alfie now and is calling Craig "Dad" instead of "not Mum." Craig realises that something is wrong and offers to help the Doctor in any way he can, but the Doctor is certain that no one can help him. He asks only if Sophie will mind if he helps himself to some of her TARDIS blue envelopes. Hearing he is going to America, Craig also gives the Doctor a Stetson before leaving.

Sophie returns home to find the house spotless. Although Craig insists that nothing happened all weekend, Sophie is astonished as Alfie happily calls out the word "Doctor who". She then questions Craig again, now very sure that something had happened while she was away.

The Doctor returns to the TARDIS, passing a trio of school children playing in the street. They stop their game and stare at him in wonder. He introduces himself, telling them that he was there to help and they're very, very welcome.

At the Luna University in the 52nd century, River Song reads accounts from these children of the Doctor's last days. She opens her diary to a page that contains only the date and time of his death. Madame Kovarian steps out of the shadows chanting a mysterious nursery rhyme that she claims has to do with the Doctor.

As River tries to remember who the woman is, Kovarian orders her not to bother because they've been far too "thorough" with her memory. Two of the Silence appear behind River. Kovarian introduces them as River's "owners", and calls her "Melody Pond". River is astonished, prompting the woman to declare that she made River who she is: the woman who kills the Doctor. As River protests, two members of the Church enter the library with an Apollo astronaut's suit. They inject River with a sedative, and she loses consciousness.

When River awakes, she finds herself submerged below the surface of Lake Silencio in the Apollo astronaut's suit — awaiting the Doctor.

A spaceship approaches Earth in 1938, and prepares its weapons to destroy the planet. Instead, it begins to blow up itself thanks to the Doctor, who is now running for his life to escape the ship. Sealing off the part of the ship that is exploding, the Doctor finds the section he's in has fallen apart. The vacuum of space is pulling him out. Seeing a space suit nearby, he tries reaching for it, but it falls out. Using his respiratory bypass system, the Doctor lets go of the ship and falls after the suit, barely missing getting caught in the explosion. Grabbing hold of the suit, he struggles to put it on as he enters the Earth's atmosphere.

In England, Madge Arwell is riding her bike home when something falls from the sky into a nearby field. She finds a space suit inside a crater as a groan comes from it. Madge opens the visor to find the wearer has the helmet on backwards. She informs him of this when he believes he's gone blind. Explaining he "got dressed in a hurry", the Doctor asks Madge to help him find a police box. Madge returns home to retrieve the keys to her neighbour's car, informing her children to tell their dad she is helping a spaceman angel find a police box. When her husband asks where she is going, their son, Cyril, simply says "out"; her story is obviously ridiculous.

After a bumpy drive due to her lack of driving acumen, Madge finds a police box. She helps the Doctor out of the car, as he bumps into a street lamp. She wonders why he hasn't taken off his suit. He explains it's an impact suit, which is healing him from the fall. The Doctor tells Madge that he will repay her kindness. All she has to do is make a wish. Entering the police box, the Doctor asks if they can try again — it's not the TARDIS.

Three years later, in the Second World War, Madge's husband, Reg is flying his plane blind, looking for a guide to navigate his way. Seeing none, he looks at a picture of Madge and apologises.

Madge receives a telegram, informing her that Reg was lost at sea. She does not tell her children, Cyril and Lily, what happened, as she wants to keep them happy at Christmas. Because of the bombing, they are to leave for their Uncle Digby Arwell's country estate and spend Christmas there. As her children break a wishbone, Madge makes a silent wish for help.

They arrive at Digby's estate, where the Doctor greets them. He introduces himself as the caretaker. He shows them around the estate, explaining he "repaired" several boring rooms. They have been upgraded with delightful gizmos. He shows the children their room, which has everything a child could want for their hobbies — at the cost of their beds, they'll have to sleep in hammocks now. Madge tells the Doctor to stop and sends the children out of the room. She tells him that their father is dead, but then wonders at herself why she keeps shouting at them. The Doctor explains that it's because she knows that they will be very sad when she tells them the bad news; their happiness until then is upsetting her. The reason to let them be happy now is because they are going to be very sad later.

Before anything more can be said, they are interrupted by cries of delight from Cyril and Lily. They go to a room where the Doctor has set up an elaborate tree with a large blue gift box. Madge is shocked by the many toys the Doctor has put in the room. She turns to find him leaving once the children wonder who left them a gift.

That night, Cyril decides to open the Doctor's present before Christmas. He finds it contains a portal to another world, one covered in snow. A tree sprouts what seem to be ornaments. He grabs one, sees a face on it and drops it to run back. Something hatches from the ornament and walks off.

Back in the house, Lily is worried about Cyril. She notices lights from the attic. She finds the Doctor working on the electrics with the TARDIS next to him. He lies that the TARDIS is his wardrobe, painted to look like a police box. The Doctor wonders if Cyril is still in bed once he observes a beeping light he is holding. To prove to the Doctor that Cyril is in bed, Lily takes him to see but finds the Doctor was right. Cyril is not there. Impressed with Cyril's cleverness, the Doctor decides to look for him.

They head for the sitting room with the tree and find Cyril re-entering the portal. The Doctor enters and pulls Lily after him, explaining that it's a portal to another planet. They have arrived a few minutes after Cyril because of the nature of the portal. The Doctor explains this gift was supposed to be a supervised trip to one of the safest planets he knows, which also has beautiful natural Christmas trees. Meanwhile, Cyril has traced footprints left by the creature which earlier hatched from the "bauble". They lead to a tower-like structure.

Back in the house, Madge feels uneasy and looks around for the others, only to find them gone. She finds the portal and enters the forest herself. She encounters three harvest rangers, who hold her at gunpoint. They explain that the forest is private property, and she's in danger because of the acid rain coming to melt the trees down into fuel. They do a scan of her, finding that she is not from their era. The portal leads to the future. Madge begins crying from the stress and shock of what's happening. Deciding Madge will trust them if they are unarmed, the three put away their weapons, asking if they can interrogate her now. Madge then turns the tables on them by pointing a gun at them, telling them she's from the time of the Second World War.

Cyril has entered the structure and made his way to the top. Inside are wooden statues of a king and a queen. When Cyril sits on a throne in the top of the tower, the Wooden Queen comes to life and puts a crown on him. At the same time, the Doctor and Lily arrive and ascend the stairs. The Wooden King comes to life and follows them up. Finding Cyril, the Doctor then questions the Queen and King. They are trying to evacuate the forest's life force before the Androzani trees are melted. They lured Cyril to them, but he is too weak to carry their life force off the planet. To the Doctor's chagrin, he is also too weak. Lily is strong, but too young.

Madge is taken to the harvest rangers' vehicle, where she has all but the female member of the trio tied up to get some answers; Madge trusts her more than the men. The female ranger says they can scan for her children and set up an audio feed to receive any voices within the area. However, as soon as this is set up, a warning about the acid rain sounds and the rangers are teleported away. Madge hears Cyril over the feed, saying he will wait at the tower until she comes as she always comes.

Worried for the child's life, the Doctor tries explaining to Cyril that the portal they used to get to this planet will close soon, and they have to leave right away if they have a chance of avoiding the acid rain. However, the child is adamant and the rain begins; the tower won't hold up for long. They notice the ground shaking. Outside, the Rangers' vehicle, a giant robot, is being piloted poorly towards the tower. The Doctor recognises the driving style: Madge. She tells the Doctor he is fired as caretaker, before crashing the robot next to the tower.

The Doctor rushes her inside, where the Wooden Queen and King decide she is both strong and old enough. The Doctor realises they are saying that all life comes from the "mother ship", and thus are insisting on a female host. The forest's life force enters Madge as the room separates from the tower and launches itself into the time vortex. On the Queen's instruction to think of her destination, the Doctor tells her to think of all the memories and emotions of her home until it hurts. Complying, Madge begins thinking of her husband, and how he followed her around all the time until she promised to marry him. She then sees a display of her husband's plane, lost at sea. Not wanting to see her husband crash, Madge asks the Queen and King not to show her that. Lily and Cyril realise she's been keeping a secret from them.

In a flash of light, everyone is transported to Digby's lawn. The Doctor explains that the trees' life force, the Wooden Queen and Wooden King have left and are now out in space. Madge tries hugging her children, but they ask what she meant about their father dying. The Doctor excuses himself. When he steps outside, he rushes back to tell Madge to come out. Somehow, Reg has landed right behind them. The Doctor explains that her love led him into the time vortex, and he used the light from the escape pod as a guide to follow. Reg wonders what happened until he is told it's Christmas. He puts aside thought to enjoy the holiday with his family.

Later, Madge enters the attic as the Doctor prepares to leave. Seeing the TARDIS, she realises the "caretaker" was the spaceman she helped years earlier. She asks him to stay and enjoy Christmas, but he tells her he cannot. Madge thinks he has loved ones of his own, but the Doctor says that they think he died. Madge orders the Doctor to go see them. They shouldn't think he's dead at Christmas. As he enters the TARDIS, the Doctor tells Madge that if she ever needs his help again, she should make another wish. Reg enters as the TARDIS dematerialises. Madge explains the Doctor has returned to the time vortex, which she thinks is a lovely place.

In the 21st century, the Doctor arrives at Amy and Rory's house. Amy answers the door with a water gun, thinking it is Christmas carollers again. He greets her awkwardly, wondering how long it has been since they last met. Amy tells him that it's been two years, and spritzes the Doctor with water as payback for yet another long wait. She says River told them the truth, that he didn't really die. They each then assert that they will not hug first. After they hug, Amy invites the Doctor in, calling Rory to see who's at the door. Rory tries pretending to be surprised, but Amy tells him that they're past that. The Doctor asks if they have room for one more. They tell him that they always set a place for him. As Amy and Rory head in, the Doctor leaks a few tears, to his own surprise. He wipes his eye and smiles, noticing that he's got a bit of "humany-wumany" in him, then joins his friends for Christmas dinner.

It is the North Pole, in the year 1983. Aboard a Soviet submarine, a warning repeats that the "signal is genuine." Captain Zhukov and Lieutenant Stepashin use their keys to prime an ICBM launch. They prepare to fire, but are interrupted by the entrance of Professor Grisenko, singing Ultravox's "Vienna". The Captain reports the drill has been abandoned. Stepashin says they must run it again, to which the Captain says, "Tomorrow." The Captain then asks the Professor about the "specimen", wondering if it's a mammoth. In the hold, the crewman in charge of the specimen muses that they are supposed to wait until the crew arrives back in Moscow to thaw the specimen out. However, he uses a blowtorch to thaw the block of ice, until he is grabbed by a claw that emerges from the ice.

Havoc erupts on the submarine. The hull has been breached and crew members are being attacked by a green armoured figure. The TARDIS materialises in the midst of the chaos. As the Captain orders the sub to be brought to the surface, the Eleventh Doctor and Clara are thrown across the bridge. Clara concludes that they are not in Las Vegas, as they expected to be. The Captain asks who they are while being informed by a crew member that the main turbines aren't responding. The Doctor tells them their only chance to survive is to use the lateral thrusters in order to land on a ridge, which will prevent them from dropping further. The captain then orders the crew to do this.

Crew members search the Doctor and Clara, confiscating a number of items from his pockets, including a doll, a ball of yarn and his sonic screwdriver. Unexpectedly, the TARDIS suddenly dematerialises. Clara falls into a puddle after a jolt rocks the sub, temporarily losing consciousness. When she wakes up, the Doctor and the Captain are arguing; the Doctor defends his and Clara's arrival as a coincidence. Seeing that he must calm Zhukov, the Doctor decides "okay, no psychic paper, no pretending to be an Earth ambassador" and explains the two of them are time travellers, using the fact the TARDIS appeared from nowhere as proof. They are interrupted by a raspy noise coming from behind the Doctor. He initially thinks it's gas, but turns around to find the green armoured figure. The professor explains it came out of as a block of ice he believed held a mammoth. A shocked Doctor tells him it's an Ice Warrior.

Zhukov calls it a monster, but the Doctor tells him Ice Warriors are soldiers that demand respect. He goes on to explain the Ice Warrior is lashing out in confusion after being frozen for, as the professor explains, 5,000 years. The Doctor asks the Warrior for his name, to which it replies Grand Marshall Skaldak; the Doctor is shocked to hear the name of this Ice Warrior. Stepashin sneaks up behind Skaldak and knocks him out with a cattle prod. The Doctor berates Stepashin, telling them Skaldak is the greatest warrior ever produced by the Ice Warriors. He warns the crew that their only option now is to "lock him up." Now in chains, Skaldak asks Onegin if he has been asleep for 5,000 years. The crewman confirms that this is what the Professor said. Skaldak signals for his brothers to save him.

In Zhukov's quarters, the Doctor explains that the Ice Warriors are native Martian reptiles that built suits to survive when Mars became too cold for them. A design flaw is that a sudden increase of heat will knock them out, hence why the cattle prod worked; the Doctor always wondered why this has never been addressed. Skaldak was one of the Ice Warriors' finest, being honoured so much that his enemies would carve his name into their own flesh before death. Clara is shocked to hear this.

However, Stepashin is not willing to believe in "little green men", instead stubbornly believes that the Doctor and Clara are western spies and that Skaldak is a Western weapon, a survival suit; he believes Moscow must be told so that they can retaliate. Zhukov only finds him annoying, ordering Stepashin to resume repair work on the submarine. The Doctor tells the Captain that if they had done nothing, Skaldak would have ignored them. However, one of their men attacked him: "Harm one and you harm us all" is the Martian code; "Skaldak will rain down Hell just for laying a glove on him."

The Doctor points to the headphones on the Professor's Walkman, where he can hear the sound of "Hungry Like the Wolf" being modulated by Skaldak's distress call. He says that he is the only one who can talk to Skaldak, but the Captain is unwilling to risk his only source of knowledge. It can't be the Captain, as Skaldak will be able to tell he's an enemy soldier. The Captain points out the Doctor seems like one as well. As it can't be the Captain, any of his men, or the Doctor, Clara declares that she's the only choice. The Doctor protests, but prepares Clara for the task.

Clara approaches the restrained Skaldak, with the Doctor coaching her through an audio link. She salutes him and recites a ritual greeting, followed by more of the Doctor's words before her light goes out. The Grand Marshall speaks to the Doctor directly and tells a story of singing the songs of the Red Snow with his daughter. The Doctor attempts to calm Skaldak by explaining that the Ice Warriors are still alive, but "scattered all across the universe". However, Skaldak refuses to believe him, stating that no help will come for him. Clara has been inching forward. She realises something is wrong, discovering that the armour they have chained is now empty. Skaldak has left it.

Skaldak says that it is time he studied his enemies and swears to retaliate. The Doctor tells Clara to get out of there and begins to rush to her, but the Captain pulls a handgun on him, thinking the Doctor was cooperating with Skaldak and has betrayed them. The Doctor tells him he's never seen one do this before; he then adds that he's never seen one out of his shell before. The Captain accepts this and lets him go. The Professor says it should be more vulnerable without armour, but the Doctor says it will be more dangerous - to an Ice Warrior, leaving its armour is one of the most dishonourable things it can do. He runs for Clara, who hears hissing and sees Skaldak rush by as she tries to open the hatch. The others reach her and the Doctor pulls her through. She asks him how she did. The Doctor says it wasn't a test, but she did great.

Grisenko reports that the signal has stopped. The Doctor says Skaldak has given up hope of rescue and now has nothing left to lose. Due to the Ice Warriors living beyond the solar system, the signal is taking longer to reach them; however, Skaldak does not know this, instead believing he is the last of his kind. The Captain is sceptical about what the Martian could do until the Doctor points out that they're sitting on a large number of nuclear weapons. He says it couldn't be any worse, just before the submarine slips a little further down the incline and more water pours in. Skaldak stalks Stepashin, who is making repairs. Stepashin pulls his gun, but he is facing the wrong direction. He feels spindly, three-fingered hands grab him by the shoulder and top of the head. Skaldak learns about the Cold War and the theory of mutually assured destruction from Stepashin, who wants to gain an ally to fight Western aggression.

The Captain addresses the crew. The reactor is drowned, they only have battery power, and they're running out of air. They still have a mission, however. They need to stop the Grand Marshall before he gains control of any of the missiles. They are all that stands between him and the destruction of the world. Clara learns from the Doctor that time can be changed, and even if the world previously didn't end in 1983, it can now. The Captain tells him that they have twelve men, but they can't find Stepashin. They decide to split up and look for him, with a team to guard the bridge; when the Captain questions the idea, the Doctor retorts "it's either that or wait here for him to kill us all." Grisenko turns up with the sonic screwdriver and the doll and gives them back to the Doctor, who is quite happy to have them both.

They begin the search. As the Doctor scans, Clara asks Grisenko why they have a cattle prod on board, and is told that it's for polar bears. The Professor tells her to have some courage and says he sings a song to stay brave. He asks if she knows "Hungry Like the Wolf". She refuses to sing, comparing it to a musical number in Pinocchio. There are alarms and some echoes as the Doctor tinkers. He says it's the pressure, and Grisenko begins to sing, trying to persuade Clara to join him.

Onegin asks Belevich if he thinks it's truly a Martian. Onegin thinks they'll be heroes for discovering that there is other life out there in the universe, not just humanity. As Belevich replies, Skaldak silently grabs Onegin. Screams echo, and the Doctor, Clara, and Grisenko arrive to find the two torn apart. The Professor calls Skaldak a savage, but the Doctor explains that he is studying the humans for physical weaknesses. They continue the search, but Clara is slow to follow. Scanning for Skaldak's location, the Doctor gets a fix and tells Clara to stay with the professor. Clara agrees to do so. The Doctor is momentarily confused by her willingness to follow his instruction (unlike most of his companions), then continues onward. Clara confesses to Grisenko that she was bothered by the bodies.

The Captain realises that Skaldak is in the walls, thus avoiding attention. The Doctor finds Stepashin's body, feeling sorrow for him when he notices a photo of a woman in Stepashin's wallet. He then spots Skaldak moving above him. He follows.

The Professor tries to distract Clara from worrying about the noises she is hearing. He keeps questioning her, but she continues staring around, barely answering. He very seriously demands to know about the future — specifically, if Ultravox will split up. She breaks out into laughter, then gasps as Skaldak grabs her head. Grisenko produces a gun and shoots several times. Skaldak lets her go and grabs him. Clara pleads with Skaldak to let Grisenko go as the Doctor runs up. The Grand Marshall declares that they attacked him. By Martian law, this means that the people of this world are forfeit; he now has the information he requires to begin the destruction. He only needs one missile to trigger the exchange. With his people dead and dust, there is nothing left for him but revenge.

Skaldak signals his armour, and the helmet flips up. The Doctor tells him that there is one thing left: mercy. The Captain enters with a crewman, threatening violence in defence of the Earth. The Doctor says they're negotiating, not fighting. The Captain replies that they will negotiate from a position of strength, and aims his rifle. Skaldak comments, "Excellent tactical thinking," but goes on to explain his position isn't as strong as he thinks. The armour has been summoned by Martian sonic technology. He releases the Professor and enters his armour. They open fire, but the Doctor stops them. Skaldak vows to create a new red planet from the blood of humanity. The Doctor follows him.

Skaldak extrudes probes from the gloves of his armour into the targeting computers. Text flows, lights change and locks shift. The missile tubes open. The others arrive and the Captain says that the warheads are being armed. The Doctor asks him to wait, asking where the honour is in killing billions of innocent people. He continues to appeal to Skaldak's better nature, but seemingly to no effect. As Skaldak reaches for the button, he declares himself as a Time Lord, with his own sonic technology. If he needs to, he will blow up the sub and everyone on it to avoid starting the nuclear exchange. The Martian mutters, "mutually assured destruction," and turns back to the button, as the Doctor lifts the sonic screwdriver.

The Doctor taunts him to look into his eyes, and Skaldak removes his helmet, asking which of them will blink first. Clara asks Skaldak why he showed compassion earlier, further asking about his daughter and when they had sung the songs of the Red Snow.

The submarine suddenly begins to vibrate. Skaldak declares that his people live and have come for him. The Captain says that they are rising. A spaceship raises the submarine to the surface in a beam of cloudy white light. The Doctor pleads with Skaldak to just go in peace. Another beam hits Skaldak and he disappears.

Clara says they did it, but the Doctor checks the console, which is still armed. One pulse from the Martian ship could launch the missiles. He holds up the sonic screwdriver, wincing and repeating that he'll destroy them if he must. Frightened, Clara begins to quietly sing "Hungry Like the Wolf". The missiles disarm. Clara hugs the Doctor, before straightening herself. "Saved the world, then," she says. "That's what we do..."

The Doctor, the Captain, the Professor, and Clara go up top and get a look at the Martian ship. Clara asks the Doctor what happened to the TARDIS. The Doctor sheepishly confesses that, while tinkering, he reset the HADS, which he hasn't used in a very long time. He says it's bound to turn up, as the sonic starts buzzing. The TARDIS has gone to the pole... the South Pole. Embarrassed, he asks the Captain for a lift and they all laugh. The Doctor salutes the Ice Warrior ship with an arm across his chest as it zooms off. A police constable walks the beat by the Coal Hill School and passes by a sign advertising "I.M. Foreman, Scrap Merchant". Inside the school, Clara Oswald is giving a lesson. She ends on a quote by Marcus Aurelius: "Waste no more time arguing about what a good man should be. Be one."

The school bell rings. As her students leave, a teacher runs into the classroom; he gives a confused look, wondering if she's well. Clara wonders why, to which the teacher tells her that her "doctor" called, and left an address. She grabs her helmet and hops on her motorbike. Exiting Shoreditch, Clara drives past a clock reading 5:16 p.m. and through a freeway tunnel. She reaches an open patch of road surrounded by grassland, where a lone police box is waiting for her.

Finally spotting the TARDIS, she rides her motorcycle straight through its open doors, closing them with a click of the fingers. The Eleventh Doctor, perusing a copy of Advanced Quantum Mechanics, welcomes Clara back with a huge hug. He tells her that they'll be spending a weekend in ancient Mesopotamia, followed by Cocktails on the moon. Unexpectedly, the TARDIS takes off without starting the engines. Startled, the Doctor opens the doors, finding a large claw has hooked the TARDIS; it's attached to a helicopter from UNIT.

At the Tower of London, Kate Stewart is sitting on a bench, eating and observing their ravens of death, which need a change of batteries from Malcolm. UNIT scientist Osgood rushes to Kate with her personal phone, stating that the ringtone was the TARDIS wheezing noise; it's the Doctor. Kate reminds Osgood to use her inhaler at the sound of her heavy panting before accepting the call. Kate tells the Doctor that they found the TARDIS in a field and are bringing it in; she inquires as to where he is. The Doctor holds the TARDIS phone up towards the helicopter, surprising and mortifying Kate. She apologises, telling the pilot to instead take the Doctor to the scene of the crime.

The sudden change in course makes the Doctor fall out of the door. Clara holds onto the Doctor's legs as he dangles. The phone bops his head as Kate wonders if he has hung up. Annoyed, the Doctor yells "Next time, would it kill you to KNOCK!?" Telling Kate that he'll have to put her on hold, the Doctor pulls himself up to put away the phone, making Clara lose her grip on him. She yells his name in concern. The Doctor holds onto the bottom of the TARDIS, whooping in excitement and fear.

The helicopter arrives at the museum, where it lands slowly to let the Doctor off. Clara smiles, knowing the Doctor enjoyed the near-death experience. Kate apologises, while the Doctor tries and fails at lecturing her. Kate explains that she is operating on orders from the throne. She hands him sealed orders from Queen Elizabeth I and takes them into the National Gallery for proof of her credentials. Kate asks Osgood what the cover story is this time. She responds that they're using Derren Brown again, saying he's been sent flowers as an apology.

As they walk, the Doctor explains his relationship with UNIT to Clara, who is sceptical of the Doctor ever having had an actual job; though not directly working with UNIT anymore, the Doctor is still on the payroll as he never resigned. They stop in front of an impossible painting, something that belongs "not in this time or place": an oil painting in 3-D. It depicts the fall of the Gallifreyan city of Arcadia on the last day of the Time War. Kate tells the Doctor that there is some controversy over the work's name. It is either named No More or Gallifrey Falls. The painting is a slice of frozen time, a form of Time Lord art.

The Doctor is visibly disturbed by the painting. Clara notices, asking what's wrong. With immense sadness filling his face, the Doctor grabs Clara's hand for comfort. He tells her that he's had many faces and lived many lives, but there is one life he has tried very hard to forget. There was a man who brought an end to the Time War, and to both the Time Lords and Daleks alike. And that man was him. This painting was on the day it happened; the final day of the Time War...

Flashback to the Last Day of the Last Great Time War...

As the Daleks ravage Arcadia, a family of Time Lords run in fear. There is little hope of survival. As children cry and the people scream, a soldier messages the High Council of Time Lords: Arcadia has fallen. He looks around and sees the Doctor's TARDIS. Then the elderly voice of the "War Doctor", the warrior incarnation of the Doctor, asks the soldier for his gun. The Doctor carves a message for both warring civilisations to see into a nearby wall: NO MORE. As Daleks prepare to exterminate a family of Time Lords, the Doctor's presence draws their attention away from the innocent people and leads them to the wall with the message. Suddenly, the Doctor's TARDIS crashes through the wall, demolishing several Daleks. The Doctor's escape from Arcadia is witnessed by one surviving Dalek of the attack, though it is bisected. It questions the meaning of "NO MORE", bellowing "Explain! Explain!" The nearby Time Lord soldier shoots the Dalek with his gun, and the slain Dalek erupts in flames.

The High Commanders gather in the War Room, planning their next moves, with the Eleventh General dismissing the High Council's upcoming plans as "they have already failed". They receive the Doctor's message, and the General is not pleased to learn of his presence, calling him a madman. A Time Lady rushes in to inform the War Council that there has been a breach in the Omega Arsenal in the Time Vaults.

The most feared and forbidden weapon in the universe is missing: The Moment. The Doctor has stolen it and intends to use it to end the Time War once and for all. The Time Lords have already used all of the previously forbidden weapons but dared not unleash this weapon in particular. It was said that the Moment was so advanced as to have developed a conscience, and could stand in judgement of the user. The General muses that only the Doctor would be mad enough to use such a weapon.

Footsteps can be seen leading away from the battle-scuffed frame of the TARDIS, which has been uncharacteristically abandoned by the Doctor. The sound of his voice issuing an ominous final warning is heard; "Time Lords of Gallifrey, Daleks of Skaro, I serve notice on you all. Too long I have stayed my hand. No more. Today you leave me no choice. Today, this war will end. No more. No more..." The Doctor's tired face comes into view as he strides across a desolate desert, a burlap sack over his shoulder.

He eventually enters a barn-like dwelling, where he uncovers a complicated mechanical box, covered in gears. The device ticks loudly as its clockwork-like parts rattle and clank. As the Doctor studies it, he cannot find a discernible trigger mechanism. While he puzzles over how to activate it — grumbling "Why is there never a big red button?" — he hears a rustling sound. He opens the door and calls out. A girl's voice behind him reassures him that it's "just a Wolf".

Startled, he turns around to see what appears to be Rose Tyler. He doesn't recognise her, as he doesn't meet her until his next incarnation. He grabs her arm and shoves her out the door, only for her to appear inside the barn again, sitting on the Moment. He tells her not to sit on it as it's not a chair, but the most dangerous weapon in the universe. She asks if the Doctor parked his TARDIS far away from the dwelling so that it would not witness what he was about to do. Not realising what she is, he orders her out and then burns his hand on the box. Impishly, she guides the Doctor to realise that she is the Moment's interface. She can hear the Doctor's thoughts, and has attempted to assume the form of a familiar figure from his past; however, the Moment gets the past and future mixed up, and so has chosen the form of the Bad Wolf to speak to him.

She laughs that the story of the Doctor's life is being between a girl and a box, referencing to his companions and the TARDIS. War-weary and bitter, the elderly Time Lord tells her to stop calling him "the Doctor". She states it's the name in his head. The Doctor tells her it shouldn't exist in his head anymore, as he's no longer worthy of the name. She replies that he will be the one to save the universe. He explains that the suffering of the universe is too great, and he must end it. He also intends to meet his death after using the Moment, not wishing to live through the bloodshed, but she decides that his fate and punishment will be to survive the activation and face the consequences.

Like a conscience, she challenges his words and actions, guiding him towards his future. He will destroy the Daleks, but he will also murder his own people, asking him how many children on Gallifrey will die, but he has no idea. After the Moment suggests that one day he will find a way to count them, the Doctor sits in contemplation. The Moment tells him that she's going to open a window in time to show him the man he will become. A time fissure opens - and a fez falls out, much to the mutual confusion of the Doctor and the Moment...

Back in the 21st century, Kate explains that Queen Elizabeth left the painting to prove that the orders do come from her. The Doctor breaks the seal and reads her words: "My dearest love: I hope the painting known as Gallifrey Falls will serve as proof that it is your Elizabeth that writes to you now. You will recall that you pledged yourself to the safety of my kingdom. In that capacity, I have appointed you Curator of the Under Gallery, where deadly danger to England is locked away. Should any disturbance occur within its walls, it is my wish that you should be summoned. Godspeed, gentle husband."

As Kate leads the Doctor and Clara away, a nearby UNIT scientist named McGillop receives a mysterious phone call. Befuddled, he stares at the painting, wondering why he should move it.

The Doctor and Clara approach another painting, which shows the figure of Queen Elizabeth I, and the Tenth Doctor. Clara sees this is proof the Doctor once knew her, having seen all his past lives in his time-stream. The Doctor states he knew Elizabeth I a long time ago, practically being a different man back then...

In England in 1562, the Tenth Doctor and Elizabeth I ride out of the TARDIS on horseback, the Doctor having proven that it really is bigger on the inside. She responds "the door isn't" bigger; it nearly took her head off. They share a picnic on a hill, where Elizabeth expresses concern that he has seen war. The Doctor confirms that it wasn't this face but he has indeed fought in battle. He then proposes marriage. When she joyfully accepts, the Doctor accuses her of being a Zygon shapeshifter that has replaced the real Elizabeth, as the real queen wouldn't accept marriage from a handsome stranger or be so nonchalant about the Doctor having a different face. He whips out a "device that goes ding" to prove that she is a shapeshifter, before realising that it was the horse they were riding.

They run for their lives, the Doctor dreads being an engaged man; "Oh, good work, Doctor. Nice one. The Virgin Queen? So much for history." They split up in the woods, but Elizabeth is accosted by the Zygon. The Doctor runs through the woods, even threatening a rabbit he mistakes for a Zygon before he is reunited with Elizabeth. However, a doppelganger of her appears, and he is unable to tell who is who as both speak as Elizabeth would. Suddenly another time fissure appears, with the Doctor noting anything can happen. A fez falls through, confusing the Doctor.

Back in the National Gallery, Kate welcomes the Eleventh Doctor and Clara to the Under Gallery, established by Elizabeth I to house dangerous art or things that could not be understood. The Doctor notices that the floor is covered in stone dust, and asks Osgood to analyse it with a triplicate report and lots of graphs. As they walk through the gallery, the Doctor spots a fez in a glass case and immediately dons it, much to the bemusement of Clara, who wonders if he can ever go past one without putting it on. The Doctor tells her that that's never going to happen.

Kate shows them more 3-D paintings, all landscapes, with the broken glass from their shattered frames covering the floor. The Doctor notes that the glass has been shattered from the inside, and Kate says that they all contained figures which are now missing. As they leave to investigate, another time fissure opens. Annoyed, the Doctor faintly recalls seeing the fissure before, before realising that the fez that had fallen through in 1562 was the fez he was now wearing. Delighted, he throws the fez into the fissure and follows it with a loud "Geronimo." Clara tries to follow, but Kate restrains her; UNIT doesn't need the only other person with access to the TARDIS's technology getting lost.

The Eleventh Doctor falls through the fissure and lands in front of the Tenth in the sixteenth century. Stunned, the Tenth Doctor dons the fez himself. The Eleventh pops up and gabbles excitedly about how skinny his predecessor is, which makes the Tenth realise who he is. They incredulously pull out their sonic screwdrivers and compare them, with the Tenth jokingly suggesting the Eleventh is compensating for something because of regeneration being a lottery. As they begin bickering, the time fissure increases in intensity. The Tenth Doctor orders the two Elizabeths to run away in opposite directions; both kiss him and flee. The Eleventh Doctor points out that his earlier self just kissed a Zygon, which has venom sacks in the tongue. The Tenth Doctor, rather annoyed, says he doesn't need the reminder.

Clara calls out from the fissure to the Eleventh Doctor, asking where he is. The Eleventh Doctor asks the Tenth when they are, and repeats it. Clara asks who the Doctor is speaking to, prompting both to say "myself" at the same time; both are amused that they spoke together. Clara asks if the Doctor can come back. Hypothesising that the fissure can go both ways, the Doctor tosses his fez in, but it fails to appear in Clara's time. At the end of the Time War, the War Doctor picks up the fez; he hears Kate explaining to Clara that the Doctor has met an earlier version of himself. Kate leaves, calling the office to bring her the Cromier file. As she exits the hall, a mysterious shadow looms...

Back in 1562, the Tenth and Eleventh Doctors are staring at the fissure. The Tenth states that since the Eleventh used to be him, he should remember what happened next; unfortunately the Eleventh has no idea. Shocked his successor can't remember this event, the Tenth Doctor asks why. The Eleventh counters its because the Tenth isn't paying attention well enough; he tells him to reverse the polarity of the fissure. Both aim their sonic screwdrivers at the fissure, but are getting no result. The Tenth Doctor tells the confused Eleventh that he's reversing the polarity, while the Eleventh is reversing it back; they're actually confusing the polarity. Suddenly, their tampering with the fissure results in something falling through.

Much to their shock, it's the War Doctor, who asks if they lost a fez. Both are horrified to see him. The War Doctor greets them and states that he's looking for his future self, prompting the Tenth Doctor to state that he's come to the right place. The War Doctor wonders who the two of them are, wondering if they are his future companions. Both the Eleventh and Tenth Doctors are shocked and insulted by the question; the War Doctor laughs that his companions keep getting younger. When the War Doctor asks to be pointed in the general direction of his future self, both the Tenth and Eleventh Doctors pull out their sonic screwdrivers and turn them on. The War Doctor is stunned, asking several times if they are his future selves; he is especially unimpressed with the Eleventh Doctor. Seeing that he's found two of his future selves at once, the War Doctor wonders if he's going through a midlife crisis. As he walks towards them, his future selves brandish their screwdrivers threateningly. Scoffing, the War Doctor asks why they're pointing scientific instruments at him.

Suddenly, they are surrounded by the Queen's soldiers; who believe the Queen to have been bewitched by the Doctor, asking which of the trio is the man they seek. The War Doctor quips that today is their lucky day. The Tenth and Eleventh Doctors point their sonic screwdrivers in defence again, prompting the War Doctor to dryly joke if they're going to assemble a cabinet at them. Clara's voice sounds from the fissure, allowing the Doctors to convince the soldiers that she is "The Wicked Witch of the Well". Kate has, at that point, returned to Clara. The Queen returns to the group, implying that her human counterpart is dead. She has the trio of Doctors arrested and taken to the Tower of London with the Eleventh loudly hinting for her to take them there. The hint is picked up on by Kate, who takes Clara to the Black Archive to retrieve Jack Harkness' vortex manipulator.

The Doctors are thrown in a cell with a wooden door; the sonic is useless as it doesn't work on wood. The Tenth Doctor begins musing how a temporal paradox will start kicking up with three of them in the same room for a long time. The Eleventh works with a nail on the pillar in the room, stating it's their way out. Ignoring him, the Tenth Doctor asks why these three Doctors have been brought together; he and the Eleventh were surprised, but the War Doctor came to find them. The big question is why. The War Doctor sees the Moment, which gestures to keep quiet about it.

In the present, Osgood and McGillop are reading the results of the analysis of the stone dust. The dust is from materials not found in the structure of the building, but common in statues. Osgood realises that the statues must have been smashed, and suddenly understands why: the inhabitants of the paintings needed a hiding place. The Zygons reveal themselves from underneath the dust cloths covering what the humans had believed were statues. The aliens accost McGillop and corner Osgood. Osgood prays for the Doctor to save her, but instead of being killed, she is faced with her duplicate. The copy Osgood asks for her inhaler, annoyed she has had to copy a human with a defect. Having seen into Osgood's head, the Zygon says she wishes she copied her sister instead; Osgood thinks her sister is better than her. Osgood outsmarts the Zygon, noticing that it's standing on her scarf; she pulls it out from under the Zygon, knocking it over and allowing the real Osgood to flee.

Kate and Clara enter the Black Archive, housing the most dangerous alien tech recovered by UNIT. Its contents are so top secret that its staff have their memories modified every day; the guard has been there ten years, but always thinks it's his first day. Apparently, this has happened to Clara at least once, as she has already obtained the necessary clearance to enter the archive. They view the vortex manipulator, which was bequeathed to UNIT after one of Jack's many deaths. The Doctor has the code to fully reactivate it (not just the teleporter), but keeps it secret.

Kate adds that they keep the manipulator a secret from their allies. When Clara asks why, Kate indirectly references Back to the Future as an example. A scientist phones Kate, and she orders him to send a picture of some numerals, the activation code that the Eleventh Doctor carved into the wall of the cell in 1562 for them to find centuries later. Osgood and McGillop enter the Archive, to Clara's surprise. Kate says they're here because they disposed of the UNIT personnel, taking her true Zygon form. The Zygon tells its allies to replace Clara as well; however, Clara dons the manipulator and types in the code from Kate's phone; with a smirk, Clara vanishes.

In the Tower of London in 1562, the Eleventh Doctor scratches the activation code onto a wall in their cell, while the other two Doctors puzzle out how to escape. The War Doctor proposes an isolated sonic shift in the door molecules in order to disintegrate the door, but the Tenth Doctor rejects the idea, saying it would take centuries to calculate the necessary formula. The War Doctor starts bickering with the Tenth and Eleventh Doctors, chastising them for their shame of being "grown-up" by speaking like children. Subdued, they look at him darkly, reminding him of the day he ended the Time War. The War Doctor notices the feeling of dread on their faces when they look at him.

The Moment reappears, unseen and unheard by the other Doctors, and urges the War Doctor to ask his future selves the question that he needs to know: How many children died on Gallifrey that day. The Eleventh Doctor says, "I've absolutely no idea.", he says he's forgotten the events of that day. He then adds that he's so old that he can't even remember his proper age anymore; however, he guesses he's 1200 years old, putting the Time War 400 years in the past for him.

However, the Tenth Doctor angrily asks how the Eleventh could ever forget something as important as this particular number, and bitterly states that there were 2.47 billion children on the planet that day. The War Doctor exclaims in shock that he did count. Disturbed and furious by his successor's impassive nature, he asks him, "For once, I would like to know where I'm going." Vexed by this remark, the Eleventh Doctor coldly replies, "No, you really wouldn't!" The Tenth Doctor looks back at him, eyes wide with fear. The Moment explains to the War Doctor that the Tenth Doctor has become "the man who regrets" and the Eleventh "the man who forgets". They are the future of the Doctor, when he ends the Time War.

The Moment reminds the War Doctor that his sonic screwdriver, at the most basic level, is exactly the same device as the ones used by his counterparts: "Same software — different case". He realises that if he scans the door and implants the calculations as a permanent subroutine in the screwdriver, it will take hundreds of years to work out the formula necessary to disintegrate the door. The Tenth Doctor checks his sonic screwdriver, finding the calculation still going. The Eleventh checks his, finding the calculation has been completed.

They exuberantly congratulate themselves on their cleverness before Clara pushes open the door — which has been unlocked the entire time. Clara asks her Doctor if they are all him. The Eleventh Doctor reminds Clara of the time she went into his timeline, to which she barely remembers. She compliments the Tenth Doctor's suit; he thanks her. She then asks why neither of them tried to just open the door; one thing the Doctor retains in all his incarnations is his inability to do simple things. The Queen comes in, telling them that she left the door unlocked as a test. She takes them down to the Zygons' lair to show them their plan.

Osgood walks the halls of the Under Gallery, before discovering the real Kate trapped in a Zygon nest. Kate's body template is being used to refresh the image of her Zygon doppelganger. Osgood frees her, but Kate bemoans the fact that the Zygons now have control of the Black Archive. It means that they've just lost control of the planet to hostile aliens.

The Doctors and Clara follow the Queen to the lair, whereupon they discover that the Zygon homeworld was destroyed in the early days of the Time War, and so they have decided to take Earth as their new home. However, sixteenth century Earth is too primitive to be comfortable to the invading shapeshifters, so they intend to invade the more advanced future in order to establish their new homeworld. They, therefore, have translated themselves into the paintings using stasis cubes, which are the Time Lords' three-dimensional paintings. The Eleventh and Tenth Doctors explain to Clara that it works similar to cup-a-soup.

The Tenth Doctor berates the Zygon commander for doing a lousy job of replicating the real Queen Elizabeth, but she reveals (to his mortification) that she is the real Elizabeth. Having had numerous attempts on her life already, Elizabeth carries a hidden blade on her, which she used to slay her twin in the forest and take her place as Zygon commander. The Zygons thought humans would be too weak to do so, hence why Elizabeth had the advantage of surprise. Elizabeth calls on the Tenth Doctor to save England but first whisks him away to be married with his past and future selves as reluctant witnesses, and an enthusiastic Clara throwing confetti. The War Doctor wonders if there's a lot of kissing in the future, to which the Eleventh states "It does start to happen, yeah.." in a defeated tone. The Tenth Doctor tells Elizabeth that he will be back, but ultimately abandoned his marriage.

The Tenth Doctor heads back to his TARDIS, prepping for take off as the other two Doctors and Clara head inside. The War Doctor notes that the Tenth really let the control room go. The Eleventh Doctor recalls it as his "grunge phase", making the Tenth think he insulted the TARDIS and he begins soothing it. Suddenly, a flash of light changes the control room, turning it into the War Doctor's control room. Because of the presence of three incarnations of the Doctor, the control room is trying to compensate for the different time zones. Both the Tenth and the Eleventh Doctors are delighted to see the roundels, which they haven't seen in a while; however, neither of them knows what they actually are. The Eleventh Doctor stabilises the desktop, picking his current version; the Tenth Doctor remarks that he doesn't like it. Clara tells them that the Zygons have gotten into the Black Archive, prompting dark stares from them. "Okay. You've heard of it" Clara nervously says.

In the Black Archive, the Zygons note that the humans don't know what half the stuff there does, but they do; they can conquer the Earth in less than a day with what's stored there. Kate, Osgood and McGillop arrive, saying that they are not armed and thus not a threat. Kate tells her Zygon double that in the event that the Black Archive falls into the wrongs hands, a fail-safe was created. She voice activates a countdown to detonate a nuclear warhead beneath the Tower, which will destroy all of London in order to protect the planet from the Zygons; her double tries countermanding the order several times. The Kate Zygon fearful states that they just have to agree to live, implying she wishes to make a compromise. However, Kate refuses to negotiate, planning to destroy all of London just to be safe.

The Eleventh Doctor's voice crackles on via the space-time telegraph he had once given to her father, begging Kate not to detonate; Kate shuts off the device, not wishing to let the Doctor influence her. He tries to land, but the Tower of London had been made TARDIS-proof to prevent his interference; as he tells a confused Clara; "human stupidity plus alien technology. Trust me, it's an unbeatable combo." However, the War Doctor figures out a way to get in - the stasis cubes; they can just copy the Zygons and wait out in a painting until the time is right. The Eleventh Doctor calls McGillop in the past, and instructs him to bring the Gallifrey Falls painting to the Black Archive...

The real Osgood begs the Doctor to save them again, as the Doctors and Clara force their way out of the painting, having frozen themselves in it earlier. The Doctors now face the Fall of Arcadia in real time as it unfolds, and are immediately met with an attacking Dalek, which they repel with their sonic screwdrivers. It crashes through the glass of the painting and the Doctors emerge in a heroic fashion. Clara soon follows.

The three Doctors hand the Kates an ultimatum when they refuse to disarm the Archive's nuclear option: They trigger the memory modifiers to confuse everybody as to whether they are human or Zygon. Then, if they stop the detonation and create a peace treaty (which is sure to be incredibly fair, as the negotiators can't remember which side they're on), they will have their memories restored. Utterly confused over their identities, the two Kates stop the detonation in the nick of time and begin to negotiate the treaty. While the Osgoods figure out which of them is which, they decide to keep it to themselves to protect the treaty.

As they negotiate, Clara speaks to the War Doctor. She has figured out he hasn't used the Moment yet, explaining that "her" Doctor always talked about the day he wiped out the Time Lords; the pain of making that decision is in both the eyes of the Tenth and Eleventh, but not in the War Doctor's. She says that he would do anything to take it back, but the War Doctor remains convinced that his actions will save billions of lives in the future. Across the room, the War Doctor sees the form of the Bad Wolf once more. The moment to decide has come. He tells the interface he's ready, and Clara turns to see who he's talking to; when she turns back, he's vanished.

Returned to the barn on Gallifrey, the War Doctor stands in front of the Moment, which has simplified its interface by his request — the trigger mechanism is now a big red button for him to push. The Moment questions him once more, trying to convince him of his goodness. He still doesn't believe he is worthy of the name "Doctor", losing all hope for himself and his people. He believes that the Tenth and Eleventh Doctors are extraordinary men and that he has to commit this act to forge them into what they become. As the War Doctor goes to activate the Moment, the interface tells him that the wheezing sound the TARDIS makes brings hope to everyone who hears it. The War Doctor agrees that he believes it does and the Moment tells him that it brings hope to anyone, no matter how lost they are.

The War Doctor realises what she means a moment later as the sounds of two TARDISes fill the barn. The Tenth and Eleventh Doctors park the TARDISes and exit them. Clara tells the Eleventh that she was right about the War Doctor not having committed the act he was so ashamed of. The Tenth Doctor states that the Last Great Time War should be time locked; they shouldn't have been able to get here. The Eleventh counters that something must have let them through, so they can speak to their forgotten incarnation. The Moment, still unseen by all but the War Doctor, calls them clever. The War Doctor tells the two of them to go back to their lives and be the Doctor that he couldn't be and make it worth while.

Right as the War Doctor places his hand above the button, the Tenth and Eleventh Doctors tell him of how they pushed him down in their memories for years. They kept him a secret, even from themselves out of shame. They pretended he wasn't "the Doctor", when he was the Doctor more than they or any of their other incarnations could have been. The War Doctor was the Doctor on the day it was impossible to make the right decision. However, this time, he doesn't have to make this horrible choice alone; they place their hands over his at the moment, forgiving him and themselves. Having gained some peace from hearing his future selves call him "the Doctor", something he denied himself for years, the War Doctor tearfully thanks them.

Clara tearfully objects. She knew that "the Doctor" had activated the Moment and destroyed his home-world, but she had never imagined the Eleventh Doctor with his hand on the button. The reality of the Time War projects around them: children crying, innocents suffering. The Doctor could not find another way to end it all, but Clara believes in a different solution. She calls the past two Doctors the Warrior and the Hero, but this leads the Eleventh to wonder what he is. Clara asks if he truly has forgotten; he has, asking Clara to tell him what to do. "We have enough warriors. Any old idiot can be a hero. Be what you've always been. Be a Doctor." She asks him what the promise was when he chose to call himself the Doctor. The Tenth and War Doctors recite "Never cowardly or cruel. Never give up; never give in." The Moment ends the projection.

At that, a brilliant new idea descends on the room; the Eleventh Doctor says that he's had a long time to think about it — he's changed his mind! The intent of the Moment worked: the War Doctor saw the future he needed to see. Picking up on his future self's idea without explanation, the War Doctor exclaims that he could just kiss "Bad Wolf girl" right now, which catches the Tenth Doctor's attention, only for him to be distracted from it as he realises what his counterparts were getting at and agrees that it's a wonderful idea.

They have changed their minds about using the Moment, and the Eleventh Doctor disarms the device with his sonic screwdriver. Instead, they intend to freeze Gallifrey in a moment in time, slipped away in a pocket universe, the way the Zygons froze themselves into Time Lord art. When Gallifrey vanishes, the sphere of Dalek ships surrounding the planet and firing constantly will be exterminated in their own crossfire before they can cease firing, and the universe will believe that the two races destroyed each other.

On the last day of the Time War, another message from the Doctor appears before the High Command: GALLIFREY STANDS. The three Doctors race in their TARDISes towards Gallifrey and transmit to the War Room. Three transmissions, each showing a different Doctor, much to the General's dismay, appear. They explain their incredible plan to save Gallifrey. They will position themselves around the planet equidistantly, and freeze it — just like the stasis cubes, but to a whole planet and all the people on it. The General objects, saying that they'd be lost in another universe, frozen in a single moment with nothing, but the Doctors tell him the alternative is burning and they've seen that and don't want to again. The Eleventh Doctor also informs him that with this plan, the Time Lords will at least have hope, something they don't have now. The General is dumbfounded, he tells them that the idea is delusional, claiming that even if it was possible, the calculations alone would take centuries. The Eleventh and Tenth Doctors agree, saying it would take "hundreds and hundreds" of years, but they've had "a very long time" to think about it. In fact, he could say they've been working on it all their lives.....

At that, the voice of the First Doctor is heard contacting the War Council. Nine more police boxes fly around the planet, and all the past incarnations of the Doctor come together to save Gallifrey, all making contact with the Council. The General bemoans the idea that all twelve Doctors have arrived when three was bad enough. However, his count is one short. Androgar points out that all thirteen incarnations of the Doctor are present to save Gallifrey — a new incarnation from the Doctor's days yet to come is also on the way. A brief glimpse of this future Doctor shows a hand reaching for a lever in the console room, and a pair of piercing blue eyes watching the console monitor.

As the Daleks increase their attack upon seeing the thirteen TARDISes, the General realises that he has no choice and tells the Doctor to "do it." The thirteen Doctors prepare their TARDISes with the Tenth and Eleventh Doctors exclaiming their catchphrases while the exasperated War Doctor goes with a simple "Gallifrey Stands." After a flash and a colossal explosion, space becomes empty and quiet as one damaged Dalek fighter pod goes spinning off.

Back in the National Gallery, the Tenth, Eleventh, and War Doctors muse on the ambiguity of whether their plan succeeded. The presence of the mysterious painting of the fall of Arcadia remains an enigma to the three Doctors. While they don't know if their plan worked, they agree that it was better to have failed having done the right thing than succeeding in doing the wrong. The War Doctor bids a fond farewell to his replacements, they return an equally fond farewell as they finally address him as "Doctor": a man fully worthy of the title, even if he will only know it briefly. Because the timelines are out of sync, the War Doctor and the Tenth Doctor won't be able to retain their memories of these events. They will forget them completely until they catch up to their eleventh incarnation. However, right now, the War Doctor is content and pleased that he can refer to himself as "Doctor" again. He gives Clara a farewell kiss and takes a moment to sort out his TARDIS out from the other two in the gallery.

As he pilots his TARDIS away, he suddenly sees his hands glowing with regeneration energy, and says that it makes sense, as his old body is "wearing a bit thin." After surviving the Time War, he is ultimately dying of old age. With his work done in the battle, the energy begins to overtake the War Doctor. He expresses one last desire that the change will leave him with "less conspicuous" ears this time. The War Doctor smiles peacefully as his next regeneration begins.

Acknowledging that he won't be able to remember the answer, the Tenth Doctor questions his successor as to "Where it is we're going that you don't wanna talk about." The Eleventh Doctor relents and reveals that they are destined to die on Trenzalore, in battle, with millions of lives lost. The Tenth Doctor says that's not how it's supposed to be, but the Eleventh Doctor tells him it is determined now. Preparing to leave, the Tenth Doctor shakes his successor's hand and says that he's glad his future is in good hands. He kisses Clara's hand, and with a smile, starts to step into his TARDIS. Before he does, he expresses his desire to change their final destination of Trenzalore, saying: "I don't want to go." As the TARDIS dematerialises, the Eleventh Doctor smiles and remarks "he always says that".

Clara asks the Doctor if he would like to sit and look at the painting for a little while. He smiles, asking how she knew. Clara kisses him on the cheek and tells him that she always knows — it's his sad old eyes. As she steps into the TARDIS, she mentions that an old man, possibly the Gallery's curator, was looking for him.

As the Doctor sits down and looks at the painting, he begins musing out loud that he would be a great curator. He says with a laugh that he could call himself "the Great Curator", retire and become the curator of this gallery. A deep voice affirms that he really might. The astonished Doctor looks over to see a very familiar face standing next to him. An old man who greatly resembles the Fourth Doctor. The Doctor studies the old man in wonderment, as he tells him that he never forgets a face, and the old man replies that he knows he doesn't and that he might find himself revisiting some of them in the future, "but just the old favourites, eh?"; the Doctor merely smiles and winks at the old man. The man then turns the Doctor's attention to the painting, explaining that he acquired it under "remarkable circumstances". He tells the Doctor that its two names are actually one: the true title of the painting is Gallifrey Falls No More.

The Doctor realises that he was successful, and Gallifrey was indeed saved. The mysterious man comments that he surely wouldn't know as he is merely a humble curator. The Doctor excitedly asks him if he knows where Gallifrey is, but he only cryptically reveals that it is simply "lost", and that the Doctor has a lot to do. The Doctor asks if that means that he is supposed to go looking for Gallifrey, but the Curator tells him that that decision is entirely up to him. He also muses that he and the Doctor might be the same man from different perspectives, sounding wistful about days having gone by, congratulating the Doctor on the new journey he is about to commence. As to whether or not he truly is an incarnation of the Doctor from the future, the Curator simply teases the thought, "Who knows, eh? Who... 'nose'?", and with a tap of his nose, he turns and walks away. The Eleventh Doctor concludes that he has a mission, the mission of a lifetime: he must find Gallifrey and return it and all its people to the universe.

Later, the Doctor speaks of his dreams, as he is seen to walk through the TARDIS console room. Clara would laugh at him when he said that he dreamed about where he was going, as he was always going nowhere. However, he says that he finally realises where he has been travelling all this time: home. He simply says that it has taken so many years and lifetimes to take the long way around.

As he exits the TARDIS in the dream, the Doctor joins his eleven past selves in gazing up at the magnificent planet in the sky, determined to find Gallifrey and save his home once and for all.

The Doctor is among thousands of ships orbiting a planet after hearing a message being broadcast from it, a three-toned message that no-one can understand. Shrouded in a cape the Doctor visits a ship while holding a Dalek eyestalk to show his bravery, and that he comes in peace. He demands them to identify themselves by species and planet of origin. Unfortunately, the ship belongs to Daleks, who fire at him until he teleports back to the TARDIS, where a severed Cyberman head that he calls "Handles" is plugged into the console. After avoiding a near disaster, the Doctor removes his cape and scolds Handles for sending him to a Dalek ship while he was "holding a broken bit of Dalek". Handles, who as a robot interprets everything literally, replies he didn't specify a preference for transport.

The TARDIS phone begins to ring, but the Doctor cannot answer the call from the inside. The ship's telephone device has been incorrectly fed to the dummy handset on the outer shell of the police box. He orders Handles to remind him that he needs to patch it back into the console unit, eventually growing exhausted of Handles' inability to grasp figurative language. He then tells Handles to "Just pick a random number, express that number as a quantity of minutes, and when that time has elapsed, remind me to patch the telephone back through the console unit". Clara is calling the Doctor via the TARDIS phone and pleads that he pretend to be her boyfriend for her family's Christmas dinner. She is having difficulty squaring things away for the event, including how to cook the turkey properly. At the same time, the Doctor has been put in a bind by having to answer her call from outside the TARDIS doors as he hovers through space among a legion of alien races. He leaves the phone hanging before his companion can clarify that she needs a Christmas date after inventing a boyfriend. The Doctor has identified the arrival of a new ship on the TARDIS scanners and materialises the TARDIS on board to hopefully greet the occupants in peace. His luck is even worse this time: the Doctor accidentally visits a Cyber-ship while holding Handles, where he is also shot at until he returns to the TARDIS again. The Doctor, trying to evade the volleys of laser fire from the Cybermen, and Clara, cooking a Christmas dinner under tension, agree to lend each other some assistance.

Clara caters to three people over for Christmas, her father Dave, her grandmother, and Linda. Clara doesn't let them figure out she's messed up the instructions for cooking the Christmas turkey and runs outside with relief when she hears the TARDIS materialising. The wind catches her paper crown and she lets it be carried away, more concerned that the arrival of her "boyfriend" is just in time to bail her out of a jam.

The Doctor picks up Clara from her home but gives her the strangest greeting yet. Upon entering the TARDIS, she is shocked to see that the Doctor is naked. She is immediately flustered by his nudity and tells him to stop before he embraces her, daring to ask why he has stripped. He explains by saying he is naked because he plans to go to Church. He uses a holographic filter to project an image of clothes. She takes him inside to meet her family. They appear very embarrassed in meeting him. Dave stares at his behind with a boggled look on his face; Linda is looking on with perplexed discomfort; Clara's gran gives the Doctor a good look over and starts flirting with him - her irreverent giggling suggests she's a bit tipsy. Clara initially does not understand why they are all behaving weirdly, but the Doctor suggests it might be because he didn't update his holographic suit to be visible to her family. She ushers him out of the room with the explanation to her guests that "he's Swedish." Clara asks for an honest opinion of her turkey; the Doctor snarks, "I think a decent vet would give it an even chance." She asks if he has an app for the turkey on his sonic screwdriver. He doesn't like her indignant remark about his screwdriver. The device "doesn't do turkey", nor does anything else. The Doctor tells Clara she would need a time machine. She gives him an indicative glance until he quits missing the obvious solution.

They take the turkey to the TARDIS, where Clara opens up a panel near the floor. She can put the bird in the time winds beneath the console to cook it - or, possibly, bring it back to life, the Doctor points out. Dematerialising the TARDIS, he takes her to the planet's orbit. When asked to identify the origin of the transmission, Handles claims it is Gallifrey, which the Doctor refuses to believe. They are then invited aboard the Papal Mainframe, a space church headed by Mother Superious Tasha Lem. The Doctor gives Clara a pill so that she too will have holographic clothes, as nudity in the Papal Mainframe is considered a mark of respect. Tasha and the Doctor greet each other, Tasha complimenting his latest incarnation. They discuss the signal coming from the mysterious planet, while Clara repeatedly sees and forgets several Silents that surround her. She bursts into the room where the Doctor and Tasha are conversing but forgets why after she does so.

Tasha sends the Doctor and Clara to the planet, but demands that he relinquish the TARDIS key he has snuck in through his holographic clothes, which she is trained to see through. She does not want the Doctor bringing any technology onto the planet, including summoning his TARDIS. The Doctor complies, and Tasha reminds him that she wants both him and Clara back in an hour. Unfortunately, she accidentally places them in the middle of an ambush of Weeping Angels hiding beneath the snowdrifts. Here, Clara is nearly captured by an Angel when it grabs her by the ankle, but the Doctor helps her wriggle loose. The Angels surround them as the heavy snowfall keeps blinding their vision, but the Doctor unzips his coif and pulls out a spare key that lets him summon the TARDIS, which materialises around them. Clara is stunned at the Doctor's hairless head. Once in the TARDIS the Doctor drapes the wig over Handles and reveals that he pulled the "old key in the coif" trick on Tasha Lem. Clara states that she suspects that he just got bored one night and shaved his head, which he somewhat reluctantly confirms. Clara asks if that's what happened to his eyebrows as well. The Doctor replies that they're "just delicate". Clara is bothered by the Doctor's bald head and comments that his prominent ears now stick out like "rocket fins", he is pleased by this comment but does don the wig again.

After they are properly outfitted in winter clothes, they escape to a town called Christmas, a small, quaint community with festive holiday decorations. The Doctor notices that it is 2:00 p.m., but dark outside, so he sums up that the days on the planet must be very short. Meeting a married couple in Christmas, Abramal and Marta, the Doctor and Clara embarrassingly blurt out things they would normally keep to themselves. The couple explains that the planet is surrounded by a truth field, so no one can lie, especially around the clock tower. It makes life easier for Marta, but not for Abramal. The Doctor begins to track the origin of the signal to the tower, with a tinge of apprehension to find out what is wrong with such a nice place.

As the Doctor and Clara enter the clock tower, the Doctor has a look of gleeful curiosity, until a particular object slips into the corner of his eye. He turns around and looks at the wall with a bitter stare. Something he has dreaded has returned. Anticipating it, he utters, "There you are. What took you so long?" Clara asks why he is so fascinated by a crack in the wall... Glancing forward, the Doctor has found one last crack in time.

Feeling the seam of this crack, he remembers the many times the cracks have haunted him since he first began life in this incarnation, from the moment he met young Amelia Pond to the crash of the Byzantium, learning that the day the TARDIS exploded would be on 26 June 2010. One more memory of the past reveals what has lurked behind the door of his room on the Minotaur's prison ship. He saw the image of a crack in time on the wall, reflected as a mysterious white glint in his eyes. The Doctor explains his history with the cracks to Clara. He knew he would see the crack in time again because he felt a personal level of responsibility since it was his TARDIS that blew up the universe. Although the universe had been rebooted, the event had left scar tissue from the damage inflicted, and created a structural weakness in the whole universe.

The Doctor figures out that someone is on the other side of this crack, trying to break into their universe from a separate one through the weakest point. However, it isn't just someone breaking in - it is someone breaking back in. The Doctor asks Handles why he said the message was from Gallifrey. Handles replies that his analysis, according to the TARDIS data banks, matches Gallifreyan origin. Clara is confused, thinking Gallifrey is gone, but the Doctor reminds her he said it was in another universe. This final crack in time is where the message is being broadcast, and where the truth field is coming from. Suspecting that the Time Lords could be sending the message, both he and Clara exchange anxious looks.

The Doctor takes out a copy of the Seal of the High Council he once took from the Master in the Death Zone. He attaches it to Handles to have him decode the message using an algorithm imprinted in the seal's atomic structure. Handles analyses that the message is a request for information - in other words, a question. Annoyed, the Doctor bickers at Handles for not being frank, but the Cyber-head continues to relay its analysis. The message is being sent through all of space and time on a repeating cycle, which the Doctor deduces is the "oldest question in the universe, hidden in plain sight", as Dorium Maldovar once prophesied to him. Handles issues a warning that the translation will be available to anyone in range of listening. He begins to utter a version of the three tones refined into three constant syllables, which then refines further into the voice of the General. The message is a repeat of the same question: "Doctor who?"

The Doctor realises that this is the Time Lords, trapped in the pocket universe he and his previous selves sent them to, trying to get out. They are issuing a question only he can answer, and set in place a truth field so he must answer without lying. If the Doctor speaks his real name, the Time Lords will know they are in the right place and come through, and all the alien species above will descend on the planet and begin the Time War anew. Horrified, the Doctor figures out the true stakes of the prophecy: he is facing the threat of all hell coming down on his and Clara's heads if the Time Lords come back. He has Clara take a device to the TARDIS and place it in the charger slot for the sonic screwdriver. With half the universe already above the planet, waiting to open fire, he strongly pleads with her to do as he says. Clara returns to the TARDIS and inserts the device in the charger for the sonic screwdriver. The TARDIS goes into autopilot and it returns to Earth, but as soon as she exits the doors, it begins to dematerialise without her. The Doctor has tricked Clara into plugging a device into the TARDIS that transports her home, for her own safety. However, Clara refuses to abandon the Doctor. She sticks her key into the door lock and grabs hold of the TARDIS before it can leave her behind.

Tasha contacts the Doctor through a hologram projected in the sky, telling him the return of the Time Lords cannot happen. She is aware this would restart the Time War again, which as a peacekeeper the Church cannot allow. The Doctor refuses to withdraw and let his enemies destroy the planet. He asks her to answer one last question - the name of the planet he's on. She reveals that the planet is Trenzalore – the place where he is supposed to die. Despite his plea that the Time Lords are asking for his help, Tasha will not let him rescue them due to the terrible consequences the Church face. Unable to reason with her, he chooses to stand his ground on Trenzalore and uses his sonic screwdriver to begin ringing the clock tower bell in vigilance. He summons the whole populace of Christmas to the sound of the bell and declares that he's the new sheriff in town who will defend them. This will be where he has his last stand, to protect his people and the innocent citizens of Christmas from the attackers above, and he is the only one capable of stopping them. The Doctor is about to be sucked into a gargantuan battle that Clara cannot suffer through. Meanwhile, Tasha Lem issues forth an unscheduled faith change to the Church. They will now be dedicated to the solitary cause of bringing silence - the Doctor's silence. He must not be allowed to speak his name before the Time Lords, and war will not begin. She and the congregation exclaim, "Silence will fall!"

For the next three hundred years, the Doctor defends Trenzalore from his enemies in a number of ways. One time he disables the cloaking device on a Sontaran vehicle, allowing the Church to destroy it the instant that the vehicle registers on their technology scan. Lacking competence, neither Commander Skarr nor his companion notice they have been revealed until it is too late. Both are promptly wiped off the planet and receive a posthumous apology from Colonel Albero for their deaths as they are sorted to the appropriate afterlife. Following this victory, the Doctor traps a Weeping Angel in front of a mirror bearing the message, "With Love from the Doctor", in marker, where it would remain indefinitely quantum-locked by peering at its own reflection. On another occasion, the Doctor tricks a wooden Cyberman, created to be too primitive to set off the alarm, into destroying itself after using both the sonic screwdriver and the truth field to make it think its gun has been turned around. Equipped with a flamethrower instead of laser technology, it blows a gaping hole in its chest. The Doctor tells the Cyberman to inform the rest of the Cyberiad that "the Doctor stays" before it ceases functions. Not always fighting, the Doctor finds time to have a party with the village in his honour. He holds a play and entertains the children of Christmas as the puppet Doctor who fought a Monoid. He even teaches them the drunk giraffe dance and how "'cool' was not cool."

According to Tasha, the Doctor has seemed to forget of his life before the siege. He spends his spare time fixing the toys the children played with - sometimes a little too much - and grows close to a child called Barnable. He fixes a leak in a barn belonging to Barnable's father, though once again, he went beyond the necessary repairs and turns it dimensionally transcendental, hoping the word won't get out, or else everyone in town might ask him for one of their own. However, the Doctor's lengthy stay on Christmas has distracted him from the life he left behind, which returns when he least expects it. He hears the TARDIS coming back a good three hundred years late, which worries Barnable that he may be leaving soon. On the contrary, someone else has arrived, despite the Doctor's efforts to protect her.

Clara returns after gripping to the sides of the TARDIS, which forces the TARDIS to increase the shields and bring her back through the Time Vortex, slowing it down considerably on its journey back to Trenzalore. She meets a Doctor who has spent three centuries defending the town of Christmas. He now has grey hair, wrinkles and a walking stick. The Doctor and Clara at first exchange angry remarks - Clara is strongly upset about being left behind without even a good-bye, and the Doctor becomes irritated that she has returned to Trenzalore. However, the two of them can't help but embrace in a warm hug.

The Doctor decides to take Clara to his new home on Trenzalore, the bell tower in Christmas. He has taken residence in the same room with the time crack, now adorned with hundreds of drawings given to him by the children of Christmas. Each drawing shows a child's love for the Doctor and provides a peek back at his bygone adventures, after recounting many stories over the passing centuries to entertain the kids. However, Handles has heavily aged alongside the wearisome Doctor and barely functions. The rusted Cyberman head announces he has developed a fault through his stuttering electronic voice, warning that he doesn't have much time left.

Shortly after, Handles dies – but not before finally reminding the Doctor that he needs to patch the TARDIS phone back into the console. The Cyberman ceases to function, and the Doctor despairingly shakes his head. Holding back tears, he quietly says, "Thank you, Handles, and well done. Well done, mate."

The sun rises over Trenzalore, and the Doctor informs Clara that he watches the sunrise every day to remind himself of what he is protecting. Though she thinks it is a beautiful sight, Clara is pressed to ask the Doctor why he decided to drop her back on Earth. The Doctor feared that if he had allowed her to stay, he'd outlive her or lose her in battle, and he would have buried her long ago. Clara defiantly tells the Doctor she would have found a way to prevent him from being stuck on Trenzalore, but the Doctor is quick to disagree - "Everyone gets stuck somewhere eventually, Clara. Everything ends."

Clara still isn't convinced it applies to the Doctor, even though he has grown quite old. She says he cannot die, and instead regenerates with a new face each time he is about to perish. The Doctor grimly reveals to her that Time Lords can only regenerate twelve times, meaning thirteen versions of himself. She surmises that this shouldn't be a problem, as he is "Number Eleven". He reminds her of "Captain Grumpy", his Time War incarnation; although he didn't call himself "the Doctor", it was still a regeneration. Clara thinks this should be fine, as this now makes him "Number Twelve". He tells her of the regeneration the Tenth Doctor aborted, yet keeping the same face, simplifying the explanation to "I had vanity issues at the time." He laments that he has spent all twelve regenerations and this version of himself is doomed to die on Trenzalore.

He and Clara then watch the sunrise for a few minutes until a thunderous boom from overhead reveals Tasha Lem's holographic face in the sky. She announces to the Doctor that the newly renamed Church of the Silence is requesting parley. The Doctor is being allowed to meet with her to discuss a truce, with his rights and safety sanctified. Tasha offers to have him transported to the Papal Mainframe, but the Doctor declines, knowing he's got his TARDIS back. By the time Tasha deactivates her hologram, the sun has already vanished over the horizons of Trenzalore. The Doctor reminds his companion; "Everything ends, Clara. And sooner than you think."

The Doctor and Clara prepare to board the TARDIS, where they find Barnable guarding it, wondering if the Doctor will leave Christmas. He gives the boy assurance that he's known the Doctor long enough to trust he will return. Barnable promises to wait for him. Clara and the Doctor then arrive back on the Papal Mainframe, now converted into the Church of the Silence, where Tasha still remains in power as a youthful Mother Superious. When Clara mentions her youthfulness, the Doctor simply replies that she is "against" ageing. After centuries of battle with the Church, the Doctor now understands the origin of the Silents. The memory-proof race of aliens are genetically-engineered confessional priests, whom Church members can confess their sins to then later forget.

When the Doctor returns to Tasha's chapel, he discusses the parley at a table instead of a bed. Tasha explains a renegade faction of the priests belonging to a sect of the Church called the Kovarian Chapter broke away and travelled back in time to stop the Doctor from reaching Trenzalore. However, Tasha has been helpless against the onslaught of the Doctor's enemies since his long battle began. The Mainframe itself was attacked by the Daleks three days prior to their meeting. The Doctor asks why she didn't call for help. Tasha replies; "I tried. I died in this room, screaming your name. Oh... I died. It's funny the things that slip your mind..."

With those words, the horrified Doctor realises that Tasha and her crew have been killed by the Daleks and turned into Dalek puppets. Eyestalks burst out from their skulls - even the Silents. This is a trap set by the Daleks to snare their greatest enemy.

As Tasha succumbs to the puppet conversion, three Daleks enter the chapel and accost the Doctor. He is surprised that they now remember who he is after Oswin Oswald purged the Dalek Pathweb of their information about him. The Daleks reveal that their memories of the Doctor resurfaced after they harvested replacement information from Tasha Lem's cadaver. Because of this, the Daleks have redoubled their efforts to stop him from saving Gallifrey, well aware their nemesis race, the Time Lords, could return to wipe them out.

The Doctor prepares to surrender, allowing the Daleks to think he would let Clara be exterminated. Clara plays along with the bluff, realising the Daleks would kill her no matter what. The Doctor then praises Clara for being a strong-willed woman, but also berates Tasha, claiming her Church was useless and she was too spineless to be of any help to him in the war. The insults urge Tasha to regain her mind, subconsciously furious at the Doctor, giving him a fierce slap. She then uses her puppet form's gunstick to wipe out the Daleks. The Doctor kisses her and apologises for having to make her angry, encouraging Tasha to keep fighting the Dalek programming still inside her. As he and Clara escape to the TARDIS with Tasha's help, Tasha protests that she has kept fighting for the sake of the peace, not the Doctor and his ego.

Inside the TARDIS, a timer bell dings, alerting the Doctor that Clara's turkey has finished cooking - or woken up. Before Clara goes to check on it, she asks the Doctor to promise her he will never leave her behind again. He complies. As she goes down to the lower level, the Doctor sees Barnable still beside his TARDIS. The Doctor quietly replaces the charger inside the TARDIS and returns to Christmas town. While Clara thinks he has stepped out, she exits the TARDIS with turkey in hand only to find that she is back on Earth. He has tricked her into leaving his company for the second time, and the TARDIS soon makes a return flight to Trenzalore right after she exits it with her cooked turkey. This time, she really is stranded, without any means of return.

On Trenzalore, Barnable questions why the Doctor has brought back his TARDIS if he doesn't intend to leave the planet. He explains it is a reminder that he might leave someday.

The Doctor continues his long war against his enemies, as a great many years pass. Now on good terms with the Church again, he is able to ally with their soldiers and the Silents instead of facing them as villains. Together they defend the planet from attackers above until only the Daleks are left. The troops of the Church help the Doctor defend Christmas against aerial attacks by fighter pods and land assaults from Dalek tanks. Countless casualties mount up, but the Doctor maintains his stand on Trenzalore as time wears on.

Meanwhile, having returned to her family (who assume she's broken up with her "boyfriend"), Clara asks her grandmother about her late husband, who consoles her with memories of him. Clara cries when she notices how similar they sound to her own memories of being with the Doctor. She then hears the TARDIS engines and joyfully runs outside, thinking the Doctor has changed his mind. Instead, she finds the TARDIS piloted by Tasha, claiming, "Flying the TARDIS is easy... it's flying the Doctor that's hard." She returns Clara to Trenzalore to see the Doctor one last time, saying she could not let him die alone.

Clara reenters the Doctor's old sanctuary in the bell tower to find an elderly man toiling away at fixing a child's wooden horse. After announcing her presence to him, he turns around to reveal a heavily wrinkled face with long, balding white hair, glasses perched on his nose to help his weakening eyes. The Doctor is now very old and often acts slow and slightly confused. Clara gives the Doctor a cracker from her family's Christmas festivities and helps him to open it. She recites the poem inside with the hope it may cheer him up:

Now it's time for one last bow, 

''Like all your other selves. ''

Eleven's hour is over now, 

The clock is striking twelve's.

The Doctor doesn't get it, wishing for a knock-knock joke.

From above, a huge Dalek mothership and several Dalek fighter pods surround the clock tower. A booming Dalek voice from the mothership demands the Doctor to show himself. Suffering memory issues, he mistakes a young man for Barnable who comes into his tower dwelling to warn him of the Daleks' arrival. Sadly, Barnable is long gone with the Doctor unable to recognise that fact and buys him off with the notion he has a plan. Unfortunately, the senescent Doctor has no more plans left after 900 years on Trenzalore. At the very brink of his final incarnation's death from natural causes, he still won't release the Time Lords, knowing that it would mean hell for all the universe. All his enemies have withdrawn save for the Daleks, whom he has been fighting with the aid of the Silence. The Daleks have chosen to remain in battle with the Doctor because unlike the other alien races who have opposed the return of the Time Lords, they have a very personal stake in the siege. The Doctor is threatening to unleash their nemesis species from the crack in time. After experiencing the fury of the warring Time Lords once, the Daleks will see this battle through to the end if it means preventing another Time War with their greatest enemies.

The Daleks launch their final attack and the Doctor, finally out of ideas, weapons, and regenerations goes to meet them. The Doctor is committed to dying, thinking this is the way things are fated. Clara refuses to let him do this, but the Doctor believes death is unavoidable now that the Time Lords are removed from the universe and cannot change the course of events. He asks Clara to promise she will stay hidden and safe, calling it "one last victory". Intending to impart a final farewell on Clara, he wipes her tears as he says, "Allow me that. Give me that, my impossible girl. Thank you. And goodbye." In his worn-out clothes, the Doctor slowly totters up the bell tower with his walking stick to face his extermination, expecting it to be a while before his death since the Daleks "take so long to say anything".

After he leaves, a distraught Clara returns to the crack in time. She has not given up hope on the Doctor's survival. Clara begins pleading with the Time Lords to save the Doctor, saying: "You've been asking a question, and it's time someone told you you've been getting it wrong. His name is the Doctor! All the name he needs, everything you need to know about him, and if you love him - and you should - help him!" Receiving no response, she turns away. Behind her, the crack abruptly closes.

Running outside to see what is happening, Clara sees the Doctor, at the top of Christmas's clock tower, preparing to die. He admits defeat to the Daleks, and jests that they've been trying to kill him for so long that he's actually dying of old age. The Dalek voice from the mothership announces with certainty, "You will die, and the Time Lords will never return." Despite these words, the Doctor has not been shot down where he stands. Rightfully so, the Daleks lack the courage to finish him off, thinking he might have some trick up his sleeve until the Doctor explicitly states he has nothing left to stop them this time. The Daleks begin opening fire on the town below, but they still desist from attacking him directly.

As the Daleks begin their attack, however, a new, much larger crack appears in the night sky, apparently unnoticed by all but the Doctor. Golden energy emanates out of it and enters the Doctor's mouth. As he swallows the crack's gift, the Doctor's eyes widen in surprise as he realises what has just happened, and his mood completely turns over when he sees his hands glowing with the all-too-familiar force that has saved him from death twelve times before; the Time Lords have granted him a new cycle of regenerations.

Unaware of this, the Daleks begin to taunt him, asserting that: "The rules of regeneration are known! You have expended all your lives!" However, repossessed of his old vigour, the Doctor begins to dance around and act like his old self again. He twirls his walking stick and defies his enemies with the mocking challenge "Sorry? What did you say? Did you mention the rules?" before giving them a little advice: "Tell me the truth if you think you know it; lay down the law if you're feeling brave. But, Daleks - Never. Ever. Tell ME THE RULES!". He begins boasting that his unprecedented thirteenth regeneration is "breaking some serious science" and is "gonna be a whopper!"

As his impossible regeneration begins, Christmas town's clock strikes twelve. The Daleks begin to panic as they realise he really is regenerating, as the Doctor challenges his enemies to kill him, telling them; "If you want my life - Come. And. GET IT!" He whips his arms around and channels his regeneration energy skyward to destroy the Daleks and their ship. Several Dalek fighter pods are blown right out of the sky as Clara rushes out to tell the people of Christmas to hurry and take shelter from the chaos about to begin. All of the citizens rush into the tower as destroyed and burning fragments of Dalek fighter pods and their pilots rain down on the townscape. With a final, devastating blast to the Dalek mothership, the Doctor lets out a triumphant roar of: "Love from Gallifrey, boys!" before directing all of the energy he has left through his hands and head. His finishing assault climbs very far into the air and wreaks havoc on the gunship, eliminating it from the skyline. An enormous explosion results from his regenerative energy, obliterating every single Dalek attacking the planet as the shockwave blows them to smithereens. The ground quakes, embankments of snow rumble loose in cascading avalanches, and the top of the clock tower is blown apart. The force of the explosion is so powerful, it even rocks the TARDIS.

In the aftermath of the Doctor's regenerative backdraft, the shaken villagers of Christmas emerge from hiding. A woman sobs from the impact of what has happened while others work quickly to clean up the scene of bedlam and rescue others needing help. Clara quickly returns to the TARDIS in search of the Doctor, finding the call box door open, where the outside phone mysteriously lies off the hook; she puts it back where it should rest and goes inside.

She sees the Doctor's worn out winter clothes splayed on the TARDIS console floor, while a nearly-empty bowl of fish fingers and custard sits on the control panel. She hears footsteps coming up the stairs. She turns to see the Doctor, with his current incarnation's youth restored and dressed in his normal clothes. Clara's joy at seeing a "young" Doctor quickly fades when he informs her that this is "just the reset" - the process of change has started, and cannot be stopped. He enjoys one last taste of the fish custard, a meal he relished at the very start of his now fading incarnation. Clara is saddened greatly when she realises that the Doctor she knew is about to disappear.

However, the Doctor is not upset about the regeneration yet to come. He understands how fast everything about him and life itself can be gone in a moment because it is always changing. He comforts Clara by telling her that times change, and so must he. The Doctor's hand begins to glow with regenerative energy and he smiles.

Suddenly, he sees a little girl running through the balcony of the TARDIS with cheerful giggling, with every inch of its walls covered in her drawings of their adventures together, alongside those given to him by the children on Trenzalore. Aloud, he calls out to Amelia. Confused, Clara asks who Amelia is, and he describes her as "the first face this face saw." Happily awaiting the regeneration, the Doctor gives this incarnation a fond eulogy. He assures Clara, "We all change, when you think about it, we are all different people, all through our lives, and that's okay, that's good! You've gotta keep moving, as long as you remember all the people that you used to be. I will not forget one line of this, not one day, I swear. I will always remember when the Doctor was me." He then sees an adult Amy Pond in the TARDIS. Amy descends from the balcony, places her hand against his cheek, and tells him, "Raggedy Man... good night."

The Doctor places his hand against her face as well, only to see he's reaching out for air; his vision of Amy and the drawing-covered TARDIS wall was a hallucination. Ready to move on and become a new man, the Eleventh Doctor removes his cherished bow-tie, dropping it to the floor, before seemingly focusing on his impending regeneration. In tears, Clara begs him not to change and reaches out to him. Extending his hand - now glowing with regenerative energy - towards her, he smiles wearily and whispers "Hey...", and then suddenly jerks his head back...

In nearly an instant, accompanied by a sudden flash of golden light and an explosive sound, the Doctor completely changes from the youthful, geeky alien Clara knew, to a tall, gaunt, older-looking man with short silver hair and the impeccable razor-sharp gaze of the mysterious Doctor from the future that joined the previous twelve to rescue Gallifrey from the Time War. Utterly dumbfounded by this new face, Clara can only watch open-mouthed as the Twelfth Doctor stares her right in the eyes, in what appears to be a mix of curiosity and confusion, before stumbling backwards with a grunt of pain, clutching his abdomen. He proclaims, "KIDNEYS! I've got new kidneys! I don't like the colour..." Bewildered, Clara can only ask if it's the colour of his kidneys he doesn't like. Suddenly, the TARDIS begins shaking. The new Doctor not only tells her that they're likely to be crashing into something but to her horror, he says he has "just one question... do you happen to know how to fly this thing?"

In late Victorian London, a Dinosaur is rampaging in the River Thames, much to the shock of onlookers. When the Paternoster Gang arrive, the inspector is sure Madame Vastra hasn't seen anything like this; however, she comments "not since I was a little girl." Jenny comments the dinosaur is awfully big, with Vastra correcting her on the common size for dinosaurs and its gender; the Tyrannosaurus is a female. The inspector wonders how the dinosaur ended up in the Thames, with Vastra explaining it time travelled, much to the disbelief of the inspector.

Seeing the dinosaur coughing, Jenny uses a wrist-worn device to examine it; there is something lodged in its throat. It coughs up the TARDIS, which lands upright on the banks of the river. When the inspector says the dinosaur laid an egg, Vastra rather incredulously, responds by stating, "It dropped a blue box marked "police" from its mouth...your grasp of biology troubles me". She then gives him a bagful of sonic lanterns, explaining to put them in 20-foot intervals; the devices will emit a signal that will convince the Tyrannosaurus to remain in place. With the dinosaur confined to the Thames, London will be safe from any casualties from the dinosaur trying to hunt the locals for food; it will also prevent any property damage aside from the bridges.

The group descends to the bank, with Jenny curious as to if the Doctor is trouble. Vastra nods to Strax to investigate the TARDIS. Strax knocks on the TARDIS door, demanding that the occupants come out and surrender to the glory of the Sontaran Empire. The freshly regenerated Doctor opens the door, shushing Strax and shutting the door. Confused, Strax asks for the Doctor. The Doctor opens the door again, letting smoke out; he begins questioning if Strax is one of the seven dwarfs, much to Strax's own confusion. The Doctor appears to be suffering from post-regeneration confusion.

The Doctor and a dishevelled frizzy-haired Clara leave the TARDIS, and the Doctor explains a dinosaur was chasing him, but he thinks he escaped. Seeing Vastra and Jenny, the Doctor calls them "The Green One and the Not Green One" before stating he mustn't prejudge as he could be wrong. Clara tries calming the Doctor, who mistakes her for Handles; he wonders if she regenerated from that robot head before stating Clara's let herself go. Hearing the dinosaur roar, the Doctor yells for it to shut up; he yells in shock at them having a dinosaur as well. Listening to it, the Doctor tells Vastra to turn down the sonic lanterns, as they are giving the dinosaur a headache.

Strax questions how the Doctor knew, to which the Doctor calls him Clara and announces his ability to talk to dinosaurs. Clara points out the Doctor's mistake; he defends it by stating they are similar in height, making Strax and Clara share a look. The Doctor says everything is going dark and wobbly, asking them to stop. Clara tells him that it's not them doing that; it's him, meaning he's about to pass out. The Doctor decides to pay no mind to his condition, telling everyone to "take five". He collapses, unconscious, with Jenny asking who he is and where the Doctor is. Clara identifies the new Doctor as the same man. Vastra comments, "Here we go again..."

Back at Vastra's house, the Doctor is conscious again and dressed in a Victorian nightshirt, but hyperactive; he demands to know "who invented this room", since he's never used a bedroom before, and having an entire room to be unconscious in seems pointless as you're missing the room. After claiming that a nearby mirror is "absolutely furious", he becomes annoyed about the accent Jenny and Clara speak with, as his accent is now Scottish; he thinks they've developed faults. Vastra, however, talks "properly" by adopting a Scottish accent which pleases the Doctor. She asks him to project the image of perfect sleep into her mind, though he warns psychic-linking with a Time Lord would be like dropping a piano on her; however, thanks to the Doctor being weakened from his recent regeneration, Vastra is able to bounce the image back into his mind, putting the Doctor back to sleep to recover.

Putting the Doctor back to bed, Clara wonders how to change him back; Vastra leaves the room, asking Jenny to fetch her veil. Clara explains to Jenny how confused she is about the Doctor's new incarnation: he's old and grey, even through it's a new body. When questioned how she'd react if Vastra was different, Jenny points out that Vastra isn't even human and that she loves her anyway before leaving. Watching over the Doctor, Clara hears the dinosaur wailing. The Doctor mumbles in his sleep, seemingly translating its roars into a lament for its lost world, ending with, "Can't see me. Doesn't see me," which Clara believes refers to the dinosaur (which she thinks is odd given the size of it). Strax comes in and escorts Clara to Madame Vastra, who asked to have a word with her.

Outside on the street, people are still looking at the giant dinosaur. A man called Alf guesses the Tyrannosaurus is part of a government plan, in conversation with his wife. Alf then says to a mysterious man there is something wrong with the dinosaur's neck, that makes it look unreal. The man replies that Alf has good eyes, and he needs to remove them for himself as a gift to replace his bad eyes. He reveals the other side of his face — it looks like a clockwork robot — and then proceeds to butcher Alf and take his eyes.

In Vastra's study, she questions Clara about how she and the Doctor came to be in Victorian London after Trenzalore. When Clara says that the Doctor is gone, Vastra corrects her by stating he renewed himself; this amuses Clara, who finds it ironic as the Doctor's new form is aged. Vastra goes on to state that the Doctor wears a face as she wears a veil, and that is to be accepted; she wears a veil to hide her face as a judgement on the hearts of others. The conversation escalates as Clara thinks Vastra is judging her, but Vastra retorts by implying that Clara is judging the Doctor because he is no longer the handsome young man she met. Clara explodes, insisting that she is not so shallow that the previous Doctor's looks are what made her travel with him, even insisting that if there were someone who could "flirt with a mountain range", it was her. Jenny applauds, surprising Vastra; Vastra laughs that she wondered what Clara would be like when angered. Vastra explains that the Doctor needs all of them — especially Clara — as anchors to find himself again. When Clara realises that Vastra has removed her veil, she wonders when that happened; "When you stopped seeing it".

Upstairs, the Doctor wakes up smelling something. After sniffing about on the floor, he finds a piece of chalk. He writes Gallifreyan calculations with the chalk around the whole room, including on the walls and floor. Hearing the dinosaur roar, the Doctor heads to the door; however, he finds it "boring; not me". He then proceeds to climb out of the window and on to the roof; he shouts across London at the dinosaur, apologising for getting his time machine stuck in its throat. However, just as he vows to get it home safely, the dinosaur spontaneously bursts into flames and collapses, to his horror.

Inside the house, Vastra and the others hear the dinosaur wail in agony and call for Strax to prepare the carriage. Outside, the Doctor jumps off the roof and lands in a tree. Falling from the tree and getting stuck on a branch, he stops a horse and carriage and asks that he will need to relieve him of his "pet", much to the driver's confusion. The Doctor replies that he was talking to the horse. Jumping onto the horse, he uses the sonic screwdriver to cut the ropes linking the horse to the carriage. As the Doctor struggles to properly control the horse and also fails to tell his "new hands" apart, the Paternoster Gang and Clara unknowingly follow him.

The Doctor arrives at the bridge and quietly observes as the dinosaur burns in the flames; he is horrified by its death as he dragged it here to this time. The Paternoster Gang arrives, with Clara questioning the Doctor's sudden appearance here; Vastra explains the Doctor goes wherever there is trouble. They continue to watch the flames wonder who would do such a thing. The Doctor says that's not the real question, nor is "how". The question is: "Have there been any similar murders?" Vastra admits there have been similar ones. The Doctor then asks if humans are watching the dinosaur's corpse burn, then who would be calmly walking by; he points to the mechanical man who stole Alf's eyes, who is ignoring these strange events completely. The Doctor jumps into the Thames. Clara worries that he'll drown, but Vastra explains that the Doctor has taken up the case — the only way to find him again is to do the same.

Clara washes up the next morning, taking notice of Strax's voice out the window; he is threatening workmen to be careful with unloading the TARDIS. Greeting Clara, Strax explains the Doctor will always come looking for his time machine, and "By bringing it here, he will be lured from the dangers of London to this place of safety, and we will melt him with acid." Clara retorts "OK, that last part?" Strax apologises for his verbal fumble, citing it's an old habit. Clara asks for "The Times" to be sent up to her; Strax promptly throws the paper up to Clara, striking her in the face and knocking her down.

Now in a Victorian dress, Clara makes her way downstairs and meets Jenny, who warns her not to disturb Vastra as she is busy with other cases - including having the Camberwell child poisoner for dinner. Met with a confused look, Jenny explains that Vastra will interrogate him first; she warns Clara to stay out of the larder, as it will get noisy later (from the poisoner's screams). Knowing that Clara is still worried about the Doctor, Jenny explains that they have the Paternoster Irregulars out in force to track him down.

Clara encounters Strax once again, who offers her water. Clara at first accepts but then declines when Strax gives her the bucket of water he has been using to mop the floor and had previously bathed in; Strax takes no offence, still not used to human customs. Strax then gives Clara a medical examination, finding her spleen to be in enviable great condition. He moves on to her head, stating she's 27 years old and is silenced about her life expectancy, though not before indicating her prognosis for a long life is excellent and tries figuring out the image he's seeing in her subconscious. Strax explains Clara may end up serving with him, as London has many dangerous thugs who could kill the Doctor in his current state.

In a dirty alley somewhere, the Doctor examines his new face in a small mirror and rummages through debris. As an old man stumbles by, the Doctor is confused over why he now has this face. Ranting and belligerent, he asks the man's input on why he gave himself this face, noting it's familiar to him; it's like his subconscious is trying to tell him something, but the Doctor can't figure it out. The Doctor asks the frightened man if he has seen his face before. Intimidated by it, he says he doesn't like the Doctor's face—the Doctor's not too fond of it either, due to a new, potent set of "attack eyebrows" that seem like they want to cede from the rest of his face and "set up their own independent state of eyebrows". Playing along with the Doctor's madness, the old man agrees he has mighty eyebrows. The Doctor then notes that he has a Scottish accent, which the man confirms; he is delighted by this and excitedly rants on that he can now complain about things, before demanding the man's coat. The man whimpers in fear, until the Doctor brings up a newspaper, showing the article "Fourth Case of Spontaneous Combustion". The man wonders what "devilment" it is; the Doctor doesn't know but says he'd probably blame the English.

In Vastra's study, she is busy in front of a board, with Jenny posing for her in her underthings. Vastra goes on to explain about spontaneous combustion, confirming Jenny's question if it's similar to "love at first sight". Jenny tells Vastra she doesn't need to flirt with her; they're already married. Vastra turns the board, revealing a map and the locations of the incidents; Jenny is not too amused that her wife had her posing for no good reason. Vastra tries passing it off as just a whim. Clara barges in, which Vastra mistakes as Clara wanting to take Jenny's place posing.

However, Clara shows her the adverts; there's a notice in the paper addressed to the "Impossible Girl" — the Doctor's nickname for her - saying to meet "on the other side". Vastra calls for Strax to bring tea, as this is going to take some time to figure out. The four of them examine the entire paper, finding nothing else of importance except the message. They begin guessing what the message means: the other side of London or the other side of regeneration after he's recovered? However, Clara states that the Doctor isn't complicated, and "frankly doesn't have the attention span" for puzzles. Deciding to keep the meaning of the phrase dead simple, Clara checks the other side of the same page, finding Mancini's Family Restaurant is the meeting place the Doctor has chosen.

Clara arrives at the restaurant and notices an unpleasant smell. She is soon joined by the Doctor, now wearing the tramp's coat; he traded his favourite watch for it. She is horrified to hear that as it was a beautiful watch. The Doctor tries to laugh to lighten the mood, but Clara is angry with him; she asks what kind of person would put a cryptic message in the paper instead of sending a note to someone they've known a long time. The Doctor says it would be an egomaniac needy-game player, to which Clara says is something that hasn't changed; however, the Doctor says he doesn't want her to change and doesn't mind playing her games, having figured out the puzzle. They argue over if the message is "for" or "from" the Impossible Girl, before realising neither of them placed the ad; however, Clara then realises the Doctor insulted her.

While Clara is upset, the Doctor is more interested in their surroundings. He makes Clara look at the diners and notice how they are mechanically cutting food and bringing silverware to their mouths — but not actually eating anything. The Doctor then uses a hair from his head, prompting her to laugh that if he's having a cull, it's not the only grey hair he has. He then pulls out Clara's hair, telling her that she would have wanted it killed anyway for being out of place. He drops it, deducing that the air flow in the restaurant is only coming from them because the other diners are not breathing. The two stand up to leave, only for every diner in unison to rise and block them off, forcing them to sit again.

A waiter comes over, and the Doctor asks for a children's menu. Instead, the waiter scans the Doctor with an advanced gadget and recites various body parts such as spleen, liver and kidneys. Clara wonders why such things would be on the menu, but the Doctor informs her they are the menu. He reaches up to remove the waiter's face, revealing a mechanical form underneath. He presses the face to Clara's own to show her — to her horror — it's an actual human face. The robot tells them that the restaurant does have a children's menu before locking them into their chairs as the booth lowers itself into a tunnel. The Doctor tells Clara the efficiency is admirable; Clara disagrees.

Finding themselves in a chamber below the restaurant, the Doctor says it functions as a larder; it's cheaper to keep them alive until they're needed for parts. The Doctor plans to drop the sonic screwdriver onto the floor and have Clara pick it up with her feet, then toss it to him. As Clara tries reaching the sonic, the Doctor mutters he misses Amy. Clara grabs the sonic, tossing a bit too low; however, it does land in the Doctor's lap. Sore in more than one sense, the Doctor frees them, with Clara asking why the sonic screwdriver wasn't voice-activated before realising he forgot it was.

They make their way to a chamber and find the Half-Faced Man from before sitting in a chair. Around him are pods containing other droids, all dressed and resembling real Londoners. Examining the Half-Faced Man, the Doctor realises it's recharging and this is not a typical cyborg — but a robot who adds human flesh to himself. The restaurant is their way of capturing random humans to harvest their flesh and organs for themselves since they require a constant supply of spares to replace their rotting organic parts. The cases of "spontaneous combustion" are their way of killing the victims quickly to hide the evidence of mutilation, including the dinosaur.

The Droid begins to awaken and the Doctor and Clara start to run. A door slides closed between them, Clara begging the Doctor to let her in but the Doctor shocks her by saying it's better they're not both captured and leaves her behind. Clara remembers the Doctor saying that the robots don't breathe and holds her breath as she tries to walk to the exit. She nearly makes it but eventually is forced to take a breath and passes out, remembering taunts from her unruly pupils in the past. She had made the mistake of using the biggest threat she could make (expelling them) first, leaving nothing else to scare the children with. The students proceeded to laugh at her.

Waking up, Clara is confronted by the Half-Faced Man, who demands to know where the Doctor is. Knowing it's logical, Clara states she will not talk and killing her will have the same result — loss of information. Clara offers it a deal: a question for a question. She asks why it killed the dinosaur and is told it was to harvest its optic nerve. Clara realises the Half-Faced Man was specific, knowing exactly what a dinosaur's organs were like, and asks how old it is. The Half-Faced Man states they have been working for millions of years to rebuild themselves over and over, all in search of the "Promised Land." It threatens to kill Clara but she remains strong and defiant despite her obvious fear; it then decides torture would be an effective way of getting information from her.

When it asks once more where the Doctor is, Clara replies that if the Doctor is still the Doctor, he will be right behind her and extends her hand behind her. She whispers for him to be there and suddenly, one of the robots grabs her hand. He pulls her back before peeling off his mask to reveal himself as the Doctor in a new suit who thanks the "Rubbish robots from the dawn of time" for "all the gratuitous information." He places his sonic screwdriver into the charger, warning the Half-Faced Man he will blow the entire room if he sees one thing he doesn't like "and that includes karaoke and mimes, so take no chances." Clara is still upset over being left behind as the Doctor states he's not really sorry about that. The Half-Faced Man asks why they are there and the Doctor replies because of the ad in the paper. The cyborg's confusion makes the Doctor and Clara realise he didn't place the ad, with the Doctor hugely embarrassed at his blunder and asking that nobody ever mention that again.

The Doctor tells Clara to "say the word" and with reluctance, she touches her brooch, which lights up as they both intone "Geronimo." From a hole in the ceiling, Vastra and Jenny twirl down attached to curtains; Strax falls after them. Vastra reports the restaurant has been "disabled with maximum prejudice" and the police summoned. The Half-Faced Man calls in more robots as the Doctor states killing isn't their way. Clara protests the restaurant is a slaughterhouse and the Doctor shrugs it's no different than any other restaurant. The Half-Faced Man declares again that they are in search of the Promised Land, but the Doctor snaps that after millions of years, he should know it doesn't exist. The Half-Faced Man makes his way to the booth elevator and rises up with the Doctor hanging on to its bottom while Vastra, Jenny and Strax are left to fight the other robots.

The police are in the restaurant, stunned at its mess when the Half-Faced Man arrives and informs them it is closed, showing off his flame-thrower arm as a hint. The police leave, the head detective declaring the restaurant off-limits to anyone before ordering one of the constables to get reinforcements. Back inside, the Doctor is sitting at a table, pouring a drink into a glass, telling the Half-Faced Man he is afraid he is going to have to kill him and offers it a drink first. The Half-Faced Man moves to a control panel with the Doctor following and observing the controls. The Doctor states there is no way to escape, but the Half-Faced Man stating that the escape pod is there. The Doctor insists the pod cannot have enough power but the restaurant shakes. As the police outside stare in shock, the restaurant rises up, lifted by a hot air balloon made of human skin.

Below, the rest of the group continues to fight the robots, who keep rising up after stabs and laser blasts. Vastra notes that unlike the robots in the faux restaurant, these were designed for combat, and thus have weapons. Strax is enraged that these cowards cannot accept death.

The Doctor examines a control button that fell off; this pod belonged to the SS Marie Antoinette, sister ship to the SS Madame de Pompadour, but despite how familiar it all is, he cannot place it. The Doctor realises the ship fell through time, crashing in England millions of years earlier. The only survivors were the service robots, who began their cycle of repairing themselves over and over again. He tells the Half-Faced Man to look out the window at London, asking his opinion. The Half-Faced man says it is beautiful. The Doctor disagrees, saying it looks tiny and far away from up here. He prefers it down there, where all the lives are big and important. The humans are never small to him, and he will fight for them.

The Half-Faced Man continues to talk of the need to find "the Promised Land" as the Doctor rails on him for the fact that he's rebuilt himself so many times that all trace of his original self has been lost, comparing him to a broom that is broken and rebuilt but still not the same broom. This search was a myth the Half-Faced Man picked up from all the humanity it stuffed inside itself. The Doctor holds up a silver plate to say the Droid does not even know where he got that face from. As the Half-Faced Man stares at his reflection, the Doctor does the same.

Opening the doors, the Doctor tells the Half-Faced Man that it has to end, and gestures for him to commit suicide. Angered, the Half-Faced Man attacks the Doctor, but is pinned; the Doctor tells him that murder is against his basic programming, much like self-destruction is against the robot's. The Doctor is not wishing to find a Promised Land and will go as far as he needs to protect the people of Earth. Seeing it can't win, the Half-Faced Man admits that one of them has lied about their basic programming.

Below, Clara suggests they hold their breaths, the robots freezing as they do. It's too much for Jenny, but Vastra gives her a kiss to share oxygen. Just as Strax is about to take his own life, all the robots collapse. Above, the Half-Faced Man is shown impaled on the spire of Big Ben as the Doctor looks out, his expression grim.

The Gang return to Vastra's home to find that the Doctor and the TARDIS have both vanished. Later, Clara asks Vastra if she's got a vacancy since it looks like she's stuck in Victorian times, but Vastra assures her he'll be back; she even further points out that Clara has changed in preparation for returning home. She's proven true as the TARDIS returns, telling Clara "Give him hell; he'll always need it" as she happily runs off.

Clara finds the interior changed, the time rotor now a shade of orange and some furniture about, with the Doctor seated in a chair. The Doctor admits he's not sure about the new look himself after Clara says she doesn't like it, muttering that he used to have more round things, wondering where they went. The Doctor tells Clara "I've lived for over two thousand years and not all of them were good. I've made many mistakes, and it's about time I did something about it." He tells her that he is not her boyfriend, which she interprets as her being at fault until the Doctor addresses that it wasn't her mistake.

The Doctor puts the TARDIS in flight, takes a step back, and partially unbuttons his new suit jacket, exposing a flashy red lining inside to show off his new look to Clara. She grins in approval, and then the Doctor gets right to business, wondering how she got the TARDIS telephone number. Clara asks who put the ad in the paper and the Doctor reminds her of the woman in the shop long ago who gave her the number of a computer help line that instead connected her to the TARDIS. It seems someone wants the two together, and maybe they should find out who.

The TARDIS lands and the Doctor wonders how Clara feels about staying on as that mystery woman seems to want. Clara, still having mixed feelings at this new incarnation of the Doctor, is unsure if she wants to stay his companion, saying that she doesn't think she knows him anymore. Her phone begins to ring. The Doctor teasingly suggests she should get that call because it might be her boyfriend. Staring away from the Doctor, she tells him to shut up because she doesn't have a boyfriend.

Clara walks out of the TARDIS in modern times to answer the call and is shocked to hear the voice of the Eleventh Doctor. He explains he's calling through time from Trenzalore just minutes before he changed. Clara, remembering how she found the TARDIS telephone dangling off the hook from the call box, begins to tear up from hearing from him again. He says that the man before her is still him — just changed. Holding back her tears, Clara asks him why he would do this. The Eleventh Doctor explains that he's phoning her because he thinks this regeneration "is gonna be a whopper", and that she may be afraid. The new Doctor will be, he says, even more so and needs her help to handle all this. She should not be afraid, for his sake. The Twelfth Doctor, now outside the TARDIS also, asks her who is on the phone. The Eleventh hears and asks her if that's the Doctor. The Twelfth Doctor then asks her the same question — "Is that the Doctor?" When he hears the voice of his future self, the previous Doctor groans over "turning old", which makes Clara laugh, as she also confirms his hair will be grey as well. He's not at all impressed at the discovery that he'll have grey hair, noting how young he was in his soon-to-change appearance. The Eleventh Doctor says a final goodbye to Clara before he hangs up.

The new Doctor asks Clara if she will do as she was asked on the call, and help him. She says he shouldn't have been listening, but he replies that he wasn't — that was him on the call. He then bemoans that Clara still can't see him, despite still being the same man yet changed. Hurt and upset that she's looking right through him but doesn't view him as the same person, the Doctor, almost on the verge of tears, begs, "Just see me." Clara walks up to the Doctor and gives him a good look over, and concentrates on his eyes. She beams, thanking him for phoning from the past.

Clara hugs him, to which the Doctor looks a bit confused and wonders where he should put his hands. He says that in his current incarnation, he doesn't think hugging is his thing. She's unsure he's entitled to a vote. Clara offhandedly says they're not at her home, and the Doctor apologises. He reveals they're in Glasgow, Clara pointing out he'll fit in with the accent. They go off in search of chips and coffee... with the Doctor revealing Clara will have to pay for them as he has no money. However, she thinks he's the fetching sort. Although the Doctor is willing to debate this, Clara still isn't sure he should get a vote. They stroll off together in search of coffee, the Doctor still hesitant.

Elsewhere, the Half-Faced Man awakens in a beautiful garden and replaces his top hat on his head. A mysterious woman calls out to him, introducing herself as ; she inquires if the cyborg killed himself or if the Doctor pushed him since she couldn't tell. Missy goes on to claim that the Doctor is her boyfriend and that she likes his new accent. Over his initial discombobulation, the Half-Faced Man then asks where he is. Missy laughs, asking him where he thinks he is; she goes on to explain he has finally reached the "Promised Land", and that it is a paradise. The woman grandly introduces his new home, "Welcome... to Heaven". She chomps her teeth fatuously, then begins prancing and twirling around an ornate fountain with an umbrella in hand...

In the TARDIS, the Doctor writes equations on a blackboard, offering Clara the choice of their next destination. Clara points out that the Doctor will just say that her choice does not exist, but she wants to meet Robin Hood. She goes on to explain that she's always loved the legend of Robin Hood. The Doctor thinks about Robin Hood, before immediately telling Clara that he doesn't exist. He states; "old-fashioned heroes belong in old-fashioned books". Clara points out that the Doctor is in a lot of books, fiction and non-fiction and what he does every day is pretty heroic. The Doctor, finishing a dessert he had been eating, tells her that he's just passing the time.

With enthusiasm, the Doctor begins listing off other things they could go see, such as Ice Warrior hives, or the Tumescent Arrows of the Half-Light. The Doctor notes "those girls can hold their drink" and fracture 15 different levels of reality at the same time. He pats his jacket, stating that he took a Polaroid of them, wondering where it is. However, Clara adamantly points out that it is her turn, not his. Seeing that he cannot win, the Doctor sets course for Sherwood Forest in 1190, adding that she'll just be disappointed when they explore and never find Robin Hood.

While Clara is changing into 12th century clothing, the Doctor exits the TARDIS, smugly observing that where they have landed there are no damsels in distress, no pretty castles, and "no such thing as Robin Hood" — just as an arrow flies past him and pierces the TARDIS doorway. Looking at it in surprise, the Doctor turns to find the man who shot it across a river, asking if he called for him; the man is Robin Hood! The Doctor looks at him in shock, receiving a smile.

The Doctor removes the arrow, watching as the damage it caused heals. Robin goes on about how amazing it was to watch the TARDIS materialise; he asks if it's done with mirrors, stating it's similar to what he saw at a fair once. The Doctor declares the TARDIS as his property, but Robin points out that all property is up for grabs for him. Clara exits the TARDIS in a fancy dress, surprised to already be meeting Robin Hood; Robin is likewise shocked to see someone else come out of a "box", wondering if there is anyone else in it. The Doctor continues to deny that Robin Hood is real, to which Robin retorts by asking who is it then that is trying to steal the "magic box" from him. The Doctor tells him nobody will.

Robin challenges the Doctor to defend his property, drawing his sword as he invites the Doctor to do the same. However, the Doctor shows Robin that he carries no such weapon on him, but does have... a large spoon. Donning a glove to a protect his hand, the Doctor joins Robin on a log over the river; "en garde!" the Doctor yells, starting a duel. Clara is impressed that he can fight so well with just a spoon. The Doctor explains he was taught fencing by the best — Richard the Lionheart, Cyrano de Bergerac and Errol Flynn. Countering Robin, the Doctor feigns surrender. Robin lunges at the Doctor, who easily gets behind him and knocks Robin into the river.

The Doctor proudly declares "Like I said, my box", while cleaning his spoon. Clara rushes over to join him on the log, looking at the river. She says his name in concern since Robin hasn't emerged from the river. Seeing this, the Doctor looks at the river with her, only to be pushed in from behind by Robin; Clara and Robin laugh. Obviously, the Doctor is less than amused.

Meanwhile, in a nearby village, helmeted knights are taking away villagers. In one house, Master Quayle is pleading for the knights not to take his young female ward. She tries calming him, but Quayle yells that he'd tear out the Sheriff of Nottingham's black heart if he was there. As if the mention of his name summoned him, the Sheriff appears; he goes over the treasure that the knights have collected, tossing aside a ruby and leaving only gold. Quayle asks that he be taken instead of the girl, but the Sheriff dismisses the idea as labour is needed at the castle; Quayle then spits in his face. The Sheriff says he will live to regret that, immediately correcting himself to say, "Actually, no. You won't." He then abruptly plunges a sword into Quayle's abdomen, killing him straight away. The knights take the girl away screaming.

Robin takes the Doctor and Clara to his campsite, where he introduces his group: Will Scarlett, Friar Tuck, Alan-a-Dale, Walter, and John Little. As a prank, Robin reveals that contrary to belief, John is actually very small. An excited Clara calls the group the Merry Men, which Robin decides to use as their name. While they talk, the Doctor performs tests to verify or disprove the reality of the situation. He takes a hair strand, confirming it's real. He examines a sandal from Friar Tuck, and a sample of Alan's blood; it seems real, but riddled with diseases that will kill Alan in half a year.

Before he can perform further tests, the Doctor is pulled away by Clara, annoyed by his actions and rudeness; she asks him what he's doing. The Doctor explains that he's confirmed the Merry Men are living beings, but they could be in a theme park from the future, or a Miniscope. Clara isn't willing to believe his theories, asking when he stopped believing in everything. The Doctor then asks when she started believing in "impossible heroes"; Clara smiles at him and asks "don't you know?" Realising it was when they met, the Doctor is at a loss for words. He decides to resume his testing; he bites an apple and scans it with the sonic screwdriver, walking off.

Robin talks with Clara, noting that her friend doesn't seem of this world; Clara responds that on a good day, the Doctor is. Clara then notes Robin mentioned that dark days lay ahead. Robin goes on to explain that since the King is away, his greedy brother Prince John has done nothing but cause misery. When Robin spoke out against the Prince's tyranny, he was stripped of his title, Earl of Loxley and forced into his current life. At the mention of bringing down the Prince and Sheriff, Robin gets the Merry Men laughing again; the Doctor, annoyed, wonders if they do that so much because they're simple-minded. Clara tells Robin she can tell there's been a great loss in his life, which is why he laughs so much — to mask his pain. Robin explains he has been separated from Marian; until they are reunited, Robin has aspired to be a man worthy of her by fighting against injustice.

The Doctor questions what the season is. Learning that it is Autumn, he becomes suspicious of the weather - it's too sunny; as Clara is nonchalant, he asks "have you been to Nottingham?". Clara guesses that it could be climate change, but the Doctor points out that it's 1190, which makes it impossible. Robin announces the Sheriff is holding a contest to find the most skilled archer in Sherwood; the prize is to be a golden arrow. Clara immediately warns Robin not to enter, since it's a trap laid by the Sheriff to capture him; the Doctor doesn't stop her, since he doesn't believe what's happening is real. However, Robin knows it is a trap since everyone knows he's the best archer in Nottingham, which he will gladly enter. The Merry Men laugh, annoying the Doctor, who hates their bantering.

Robin proceeds to enter the archery contest, where he — under the guise of Tom the Tinker — exceeds in every activity and, in the final competition, is pitted against the Sheriff, whose own bow skills are "astounding," according to the commentator. The Sheriff asks his guards to carry the target back to the very end of the field, which they do, and he shoots the arrow right in the middle. Robin then shoots an arrow at the same target and splits the Sheriff's arrow, winning the contest. He is presented with the golden arrow, but Robin's arrow is immediately cut by another entry: the Doctor.

The Doctor asks for his prize, and is given the golden arrow; dismissing it as a mere bauble, he discards it, asking for enlightenment instead. However, Robin fires another arrow into the Doctor's, without even looking; the Doctor responds by shooting an arrow off one of the knights, that still manages to hit the target. Robin prepares to fire another arrow, but the Doctor states "this is getting silly" and blows up the target with the sonic screwdriver. Slightly amazed, the Sheriff orders his knights to seize the Doctor, Clara and Robin. Robin then reveals to the crowd who he really is before the knights attack, and Robin begins to fend them off with his fencing skills.

When Robin slices off one of the knights' arms, it's revealed to be a robot. The Doctor rushes off to examine the arm, happy to finally see something that "makes sense". The knights' helmets split open to reveal mechanical, emotionless faces. The Sheriff orders the knights to scare off the patrons, while the Merry Men flee with the arrow. The Doctor quickly disarms Robin, who believes it to be an act of betrayal. As they are no longer a threat, they and Clara are taken captive; he explains that the best way to learn your enemy's plan is to get yourself captured.

They are placed in the dungeon, chained to a post, staring at a skeleton. Robin is less than pleased with this turn of events, claiming that he could have won if the Doctor hadn't interfered; however, the Doctor tells Robin that if he hadn't the robots would have reduced him to "a pile of laughing ashes". They then exchange snarky remarks about who will survive the longest, with Robin focusing on the Doctor's apparent age, and the Doctor boasting to have genetic superiority.

Deep in the castle, one of the peasants falls down from exhaustion. The young female ward taken earlier goes over and helps him stand. A knight comes over and declares that the peasant's work capacity has been broken down, and he is no longer useful. They then proceed to disintegrate him, much to the girl's horror.

Back in their cell, the Doctor and Robin call for the guard, each asking that the other be executed; the Doctor wants to see if Robin's head will keep laughing after decapitation. Clara snaps at them, saying there isn't a guard. Clara asks them to explain their plans in turn; Robin wishes to bide his time, while the Doctor doesn't have a plan since the Sheriff took his sonic screwdriver. An annoyed Clara points out that the sonic is always taken whenever they're imprisoned. A guard comes in, revealing he has been assigned to listen at the door to find out who the true ringleader is, so the Sheriff can conduct an interrogation. Robin and the Doctor both proudly state the Sheriff will never get information out of them, but the guard unchains Clara instead. Clara looks at them, asking; "seriously?"

Clara is taken to the Sheriff's dining hall, where a feast is laid out. She declines to eat, citing she had a bag of crisps earlier. The Sheriff takes note of Clara's strange words, and holds up the sonic screwdriver, calling it a strange gallimaufry taken from the Doctor's "tunic". Clara is able to goad the Sheriff into revealing his past — that he witnessed a spaceship crash and has been trying to repair it by collecting all the gold in the nearby land to repair the ship's circuits. He then plans to use it to travel to London and take over the kingdom. He tells Clara that every King needs a consort, and leans in to kiss her. She wiggles out, threatening, "You do that again, and you'll regret that."

In the dungeon, Robin asks the Doctor to pretend to be in terrible pain to attract the guard; however, the Doctor insists Robin do it as it's his plan. Robin moans loudly. When the guard demands answers, the Doctor insists Robin is having a nervous breakdown from fear; the Doctor even says Robin has soiled himself, angering him. He then tricks the guard into the cell by saying Robin carries a vital message for the King, who has promised an enormous reward for it. The guard leans in to hear Robin, who insults and headbutts him; the keys fall off the guard when he lands. The Doctor and Robin both try to reach the keys with their feet, knocking them into a grate. Robin is annoyed, but the Doctor points out that the bright side is that Clara will never hear of that little mistake.

They decide to uproot the posts and, at a blacksmith's forge, break their chains before locating the spacecraft inside the castle. The Doctor checks the computer, learning it's a 29th century ship set to reach "the Promised Land". The Doctor shows Robin photos from books, stories and television shows that follow his adventures, believing him to be a robot used as a hero to boost public morale. Robin is left angered at the accusation of collusion with the Sheriff, who then arrives with Clara. The Doctor attempts to pass off his new idea as truth as the knights fire at Robin; however, Clara shields him. Robin takes Clara and jumps into the moat through a hole blasted by the knights.

The Sheriff pities the loss of Clara, while the Doctor watches Robin emerge from the moat with her in his arms. The Doctor tells the Sheriff that he knows what's going on. The Sheriff states while the plan belongs to the robot knights, he wishes to rule omnipotent from the skyship. However, when the Doctor attempts to warn him that there isn't enough gold yet to ensure safe travel, the Sheriff shushes the Doctor and points behind him. The moment the Doctor turns to look, a knight knocks him out.

Back at the campsite, Clara comes to. Robin greets her, but his usual joyful demeanour has changed to that of a serious one. He demands to know who the Doctor is, what he knows about Robin Hood's life, and what his plans are. Clara is confused that she's being interrogated.

The Doctor wakes up in the dungeon, finding himself chained across from the young woman the Sheriff captured earlier. Hearing that the engines are charging, the Doctor calls the Sheriff stupid and explains the plan to the girl, who grasps the basics. A knight declares that the Doctor is fit for labour, prompting him to reveal he has already escaped his chains. He and the peasants take shiny plates, reflecting the beam fired by the knights back at them, causing them to destroy themselves. The Sheriff sees this on a holographic projection in his dining hall, wondering how he can get rid of the Doctor.

The Doctor sends all the peasants away, earning a peck on the cheek as thanks from the young woman. The Sheriff arrives, prompting the Doctor to explain that he'll damage history and that there isn't enough gold to ensure a safe takeoff; however, the Sheriff thinks the Doctor is lying. The Doctor asks for Clara back so that he'll be willing to help fix the mistake. However, the Sheriff points out that he doesn't have Clara; though the Doctor insists that Robin is another of the robots. The Sheriff asks what the point would be to create an enemy to fight. The Doctor realises that he's been wrong, but can't help saying "[Robin Hood]'s a legend!"

Just then Robin Hood and Clara arrive, seeming to be on friendlier terms again; Robin finds the Doctor's words quite flattering. The Sheriff proposes a final reckoning between him and Robin. He accepts, and after a short sword fight, Robin's arm is cut by the Sheriff; seeing he cannot win normally, Robin uses the same "surrendering" technique that the Doctor taught him and tricks the Sheriff into coming at him. He clips him on the back of the ankle and sends him tumbling into a vat of molten gold, killing him.

The ship is about to take off, and the Doctor, Clara and Robin escape and watch with Robin's Merry Men as the spaceship rises from the castle. The Doctor says that in a few seconds it will explode and devastate half the country. He then realises that if they shoot the golden arrow from the archery contest into the ship, the gold content will give the ship the boost it needs to reach orbit and detonate harmlessly. However, Robin is unable to fire the arrow as his arm is injured, the Doctor cheated at the contest using technology and cannot really fire a bow, and Clara has too little experience — so Robin suggests they work together to fire it. With Clara and the Doctor aiming the bow for him, Robin fires the arrow into the ship's engines. The plan works: the ship reaches orbit and explodes harmlessly.

Returning to the TARDIS, Clara bids Robin farewell, asking him to stay safe if he can. Robin asks the Doctor if it's true he'll be forgotten as a real man, becoming nothing more than a legend. The Doctor confirms this, with Robin happy with the results, stating that while history is a burden, stories can help people soar. When the Doctor admits that he's still having trouble believing in Robin's story, Robin asks why it's so difficult to believe that "a man born into wealth and privilege should find the plight of the oppressed and weak too much to bear..." The Doctor tries interrupting, but is stunned by Robin's next words: "until one night he's moved to steal a TARDIS and fly amongst the stars, fighting the good fight."

Robin explains that Clara told him all about the Doctor's travels, something the Doctor says she shouldn't have; Robin explains that Clara couldn't help herself, as the Doctor is her hero. Both the Doctor and Robin admit that they're not heroes, but if they continue pretending to be, others may be heroes in their name. They then bid each other farewell, but before the Doctor enters the TARDIS, Robin tells him they are equally just as real. Inside the TARDIS, Clara goads the Doctor to admit that he likes Robin. The Doctor says he's leaving Robin a gift...

As the TARDIS dematerialises, Robin looks at a picture of Maid Marian in his locket. Once the TARDIS finishes vanishing, the young female ward is seen standing there — she is revealed to be Marian. Overjoyed, Robin hugs her and races to where the TARDIS was, shouting praise for the Doctor and shooting an arrow to the sky.

On a frosty night before Christmas, Clara Oswald awakens to the sound of an object crashing on her rooftop. Putting on her dressing gown, she leaves her room to investigate and discovers Santa Claus, his elves Ian and Wolf, reindeer and sleigh upon her roof, having crashed after an accident. Ian quickly informs Santa that they've been sighted. They weakly attempt to pass themselves off as ordinary people, but after Clara sees the reindeer flying loose in the sky, they reveal their true identities. One elf points out the beard Santa grew to hide his identity has been public for some time.

Clara tries to deny his existence as a fairytale, having always believed her parents had given her presents instead of him, which the elves laugh at. Santa even lists items Clara wanted at Christmas; everything Clara wanted was actually practical items, instead of other items for hobbies and such. Santa questions if she still believes in fairy-tales, as the TARDIS materialises. The elves are surprised to have been upstaged; it's not very often that happens. The Doctor emerges, telling a stunned Clara that he's back; he then orders her to remain absolutely silent and go into the TARDIS right away. She obeys.

The Doctor leans in close to Santa and states that he knows what is going on, and what is at stake. Santa questions if he truly does, and tells him that before the night is through, the Doctor will be glad for his help. The Doctor departs by wishing Santa a "Happy Easter" and tells him that no-one likes his tangerines. The elves laugh, having previously said the same thing to Santa, but weren't believed.

Inside the TARDIS, Clara comments on how much she had missed it, as the Doctor takes off. He tells Clara that she should trust nothing and be critical towards everything, concluding that the most important question is if she truly believes in Santa Claus. She answers that right now, she does, believing Father Christmas brought the Doctor back as a gift.

At a base in the North Pole, a group of scientists are tracking Shona as she enters an infirmary. One of the scientists called Ashley tells Shona not to think about "them" and to concentrate on something else. She enters the infirmary and begins dancing to Slade's "Merry Xmas Everybody" which appears to take her mind off the victims. She reaches the end of the infirmary, by which point the Doctor and Clara appear. Shona initially mistakes them for ghosts, calling the Doctor a skeleton man.

As Clara wonders what's happened to the victims, they wake up and begin moving. Shona warns them not to think about what they can see, mumbling the song to herself, and the Doctor deduces that the creatures attached to the victim's faces are both deaf and blind, but they use telepathy to keep a constant image of themselves in someone's memory, allowing them to 'see'. In an attempt to save Clara, the Doctor insults Danny, succeeding in flooding her mind with emotion. As the victims close in, the scientists appear with guns ready to attack, and then several crab-like creatures appear from the ceiling and attack the group.

Suddenly a wall blasts off and an army of toys march in. Everyone looks out the hole to see Santa riding Rudolph, and dismounting. The reindeer is humourously calmed by Santa, using a car fob. Santa demands an answer as to what is happening; he doesn't want any trouble on his property. To everyone's surprise, Santa is able to order the victims back to bed. Everyone heads into a different room to avoid waking them again. Shona wonders who Santa is, to which the Doctor sarcastically states to take a guess, listing the Easter Bunny and the Tooth Fairy. Santa tells the Doctor that an invasion has begun. Clara wonders if it's an invasion of elves, angering them; they retort that she's one to talk as she's almost as short as them.

Santa presents a captured creature, which the Doctor recognises as a Kantrofarri or "dream crab". Santa's existence is questioned by everyone, especially Shona, whom he angers, but he encourages them to focus on the dream crabs as Earth may have just seen its last Christmas depending on how many are there. The Doctor encourages Ashley to deduce what they are and what they do; he then explains that they are dying and most likely asleep. He points to the TARDIS, explaining that reality and fantasy are difficult to tell apart because both are ridiculous. He and Clara then admit to each other that they lied - he about finding Gallifrey, she about Danny returning from the Nethersphere - so the other could move on with their lives to be happy.

The Doctor asks Ashley to show him CCTV footage of the other crew members arriving on the base. The footage shows the four crew members discovering the creatures, buried in the snow. The footage then shows one of the creatures coming down from the ceiling, which sends the camera static. The Doctor explains that when a dream crab attacks someone, it places them in a telepathically induced dream state. Whilst the victim is "dreaming", the crab drills into the victim's head and eats away at their brain. And if you are thinking about a dream crab, one is most likely coming for you. Albert compares the creatures to facehuggers, confusing the Doctor; after Albert explains that he means the horror movie Alien, a miffed Doctor explains that it's really offensive and must be why real aliens keep invading Earth.

Clara goes to check on the captured crab, only to find it missing from the container. It begins to stalk her, at which point Clara tries thinking of maths equations and then of Danny to stop it. Unfortunately, it breaks through the table she's hiding under, putting her into a dream state. Clara finds herself at her house on Christmas day with Danny; when Clara is confused by his outfit, Danny jokes he's "Father Easter". The Doctor and the group arrive at Clara's side, where the Doctor tries to work out a way to remove the crab without killing Clara. Ashley states the only way to remove the crab would be to kill Clara. He refuses to do so, asking Santa (who can't be targeted by the crabs) to bring one to place on his head.

In Clara's dream, night has fallen and she's snuggled up to Danny on a couch facing their Christmas tree. Hearing someone at the door, Clara goes and answers. It's the Doctor, who informs her that everything she's seeing is not real; annoyed, Clara lets him and introduces dream Danny. The Doctor greets him, earning a military holiday greeting in return; something the real Danny would do to annoy him. Clara knows it's not real, but wanted to spend more time with Danny; however, in a few minutes, the dream crab will have burrowed too deep into her head to be removed. The dream Danny explains that while he did die, it was to save Clara; the rest of the world got lucky. He encourages Clara to move on but to mourn him for five minutes a day. The Doctor and Clara awaken, causing the crabs to fall off and disintegrate; "Carnivore's hazard; food has teeth, too."

Despite waking up, Clara complains of a pain on the right side of her head. Shona compares it to the "ice cream pain" and confirms she has the same pain. The Doctor then works out that they are in fact still in a dream, having been attacked when they arrived. With some help from Santa — who is revealed to be a manifestation of everyone's brains telling them something is wrong — the group are able to wake up. They escape the infirmary, barely evading the victims. The Doctor bids farewell to the group as Clara goes after him; the Doctor explains that unless the group is stupid enough to let the dream crabs out, they should be fine. He also explains he can't keep constant watch, stating that there are other dangerous things on the planet.

Clara notes they both saw Santa on her rooftop, meaning they're still dreaming. They return to the base where the Doctor questions the scientists on why they only have four base manuals for a crew of eight people. They perform the Helman-Ziegler test, resulting in each person reading off the first word of page 12; "Very, very, very, dead". It's another sign that they're still dreaming; worse, it means the danger has increased, given three "very"s. Taking them to the CCTV monitors, the Doctor reminds them of the patients, which he reveals are dream constructs of what's coming to kill them. The victims awaken and transport themselves through the CCTV, killing Albert in the process. The group travel outside and try to work out a way to escape, of which the Doctor suggests using the TARDIS to escape. Clara notes it isn't the real TARDIS, and as they head towards the TARDIS, dream constructs of themselves appear. Worse, the constructs have multiplied; "logic of a nightmare" the Doctor notes.

The Doctor tells everybody to use their imagination to get themselves home, and so they all dream of Santa, who appears in his sleigh and rescues the group. Having been rescued by Santa, the memories of the group's real lives start coming back to them, meaning that they're waking up in the real world. Shona suggests that they exchange phone numbers so they can meet up once they awaken, but the Doctor states that it's unlikely that they will remember anything that's happened in the dream. One by one, everyone except Clara awakens, who wants to stay in the dream world forever.

The Doctor travels to Clara's house and is successful in removing the crab from her face with his sonic screwdriver, but finds 62 years have passed for her since they said goodbye in the coffee shop after Danny's death; this places Clara at age 89. In Clara's living room, the Doctor brings in Christmas hats, believing that anything seems funny if the hats are worn. They discuss her life since they last met. She travelled, but never married despite numerous admirers; she does admit that there was one other man besides Danny she liked; "but it wouldn't work out; he was impossible." They pull a cracker together, with the Doctor helping the elderly Clara do so. He apologises for not returning for her sooner, wishing that he had. From the doorway, Santa again appears and asks if he really does wish for that. They are surprised this is yet another crab-induced dream. Santa whispers; "Wakey-wakey!!"

The Doctor awakens for real this time and he travels to Clara's house, removing the crab from her face again to reveal that she is still young; humorously, the Doctor can't tell whether Clara is young or not. Realising what could have been, the Doctor invites Clara to resume her travels in the TARDIS with him. She happily agrees and he whisks her away, still in her nightie. As they dematerialise, a tangerine sits on the window sill and there is a faint hint of sleigh bells... In the Nevada desert, the Twelfth Doctor walks into a diner and is greeted by a waitress who looks and sounds exactly like Clara Oswald, though he does not seem to recognise her. Having no money, the Doctor offers to play his guitar as payment for a drink. He notices the waitress has an English accent, wondering how she got there. The waitress says it was magic, before quickly stating that she got on a plane and came here; the Doctor smirks at her sarcasm. She asks how he got there, to which the Doctor replies "by magic". Using his sonic sunglasses to turn a radio into an amplifier, the Doctor begins playing. The waitress says she believes him.

As the Doctor tunes his guitar, the waitress asks if he's a traveller (due to his Scottish accent); he tells her he travels "from time to time", finishing his prep work. The Doctor plays a piece of music, and she asks him if it is a sad piece. He says that nothing is sad until it's over, resuming his playing. He tells her that he thinks the piece is called "Clara". The waitress asks him to tell her about this "Clara"...

In his past, the Doctor walks through the desert-like plains of Gallifrey, after having just sent the boy with his message; he arrives at the old barn where he slept in as a child and worked out how to save his home. He climbs up into its loft, seeming nostalgic as he overlooks his old bed. A woman he recognises enters the barn; with the Doctor's face blocked by a beam, she cannot tell who it is, so she asks him to leave. Walking closer, she meets his gaze, immediately realising his identity; she warns the Doctor that "they" will kill him.

In the chamber of the High Council, the Cloister Bells are ringing without end, warning of great danger. Rassilon wonders if that means the Doctor has returned; the General confirms it, radioing a guard named Gastron. Gastron has arrived via lift to the Cloisters, being advised not to approach them; he reports that Cloister Wraiths are more active. Rassilon wonders why the Doctor hasn't arrived yet. Ohila enters the chamber with two guards, annoying Rassilon that the Sisterhood of Karn would arrive uninvited; she tells him that at the end of time, one should expect the presence of immortals. Having heard that the Doctor has returned home, she came to see the resulting "fireworks".

In the meantime, the Doctor is enjoying a bowl of soup, with a small crowd of Gallifreyans watching him in awe; he gives a friendly smile and moves his spoon to the bowl. However, he notices ripples in the soup and the sound of an incoming craft. Gastron arrives in a military craft, asking that everyone back away; they don't comply, even when he warns it's for their safety. Gastron orders the Doctor to drop his weapons and come with them peacefully. The Doctor silently walks up to the craft. Gastron explains he will take the Doctor to the chamber of the High Council. However, the Doctor instead drags his heel through the sand, drawing a line (it's a warning to not come closer than that). He then returns to his soup, unconcerned.

Watching via a monitor in the Council room, Rassilon wonders what the Doctor is up to; Ohila retorts that he's finishing his soup. Taken aback by the Doctor's bravado, Rassilon wonders who the Doctor thinks he is; the General states the Doctor is the man who won the Time War. The General decides they should try talking to the Doctor: words are his weapons, but when did they stop being theirs?

The Doctor rests on his old bed in the barn, and the woman comes in to inform him someone important has arrived. It's the General and his squad; the Doctor simply ignores them and goes back inside. Soon after, the Doctor hears someone else has come; he opens the door to see the High Council, who bow in respect to him. However, he simply shuts the door again. Watching, Rassilon is infuriated by the Doctor ignoring his attempts to open a dialogue, and wonders what he's waiting for. Ohila then goes on to explain the Doctor doesn't blame the Time Lords for the horrors of the Last Great Time War, just Rassilon.

A third time, the woman enters the barn, seemingly scared speechless. The Doctor exits to find Rassilon, escorted by the General's team. Rassilon greets the Doctor, offering a handshake. The Doctor walks up, giving Rassilon a grim once-over and simply drops his confession dial in the line he drew. The Doctor coldly states "Get off my planet", clearly sickened not only by the horrors Rassilon created in the Time War, but for the centuries he kept him trapped in the confession dial. Rassilon tries defending his actions, but the Doctor only repeats himself. Seeing he cannot win, Rassilon orders his execution; however, the guards are hesitant. The General protests, as the Doctor is a war hero. Uncaring, Rassilon threatens them into obeying his orders by raising his gauntlet; he turns his back to the Doctor, ordering shots to be fired.

In the present, the Doctor stops his story to take a drink. The waitress notices that he loves cliffhangers; she wonders if this is a real story, to which the Doctor says every story he's ever told is real. She recaps what he's told her: he returned to his "home town", a war hero and a "gang boss" who hates him tried to have him killed. Smiling, the Doctor emphasises "tried".

In the past, Rassilon laughs smugly; however, his smile vanishes when he turns back around. The Doctor is perfectly fine; all the soldiers missed him, and left a burned outline of him on the barn instead. Angered, Rassilon demands an answer from his men, but they remain silent. He grabs Gastron's shoulder, ordering him to tell him why they're all scared of an unarmed man. Gastron explains that in the Time War, the first thing that was noticed about the "Doctor of War" was that he was unarmed, and that "For many, it was also the last." Gastron throws his weapon to the ground and joins the Doctor, explaining that he served at Skull Moon with him. The rest of the firing squad follow suit.

Angered, Rassilon raises his gauntlet; he asks how many regenerations they granted him back on Trenzalore, gloating that he's "got all night" to kill the Doctor's remaining incarnations. More ships from the Capitol arrive, much to Rassilon's joy as it means he doesn't have to dirty his own hands to kill the Doctor and the traitors. However, the General states that he did not call them. Putting on his Sonic sunglasses, the Doctor states he called them; all of Time Lord society has turned against their founder. In disbelief, Rassilon begins listing all the titles he's gained through helping advance the Time Lords; he aims his gauntlet at the Doctor to kill him in petty revenge. However, the General forces his hand down, telling him "Lord President, with all respect, get off his planet." The General then joins the Doctor's side.

Later, a shuttle is seen leaving the top of the Capitol. On a balcony, the General then explains to the Doctor that Gallifrey came back into the universe at the extreme end of the time continuum, give or take a star system; thus anyone banished from the planet has little choice in where to go. This was done for the safety of the Time Lords, as the fact that the Doctor never confirmed that it was safe for them to return meant that Gallifrey could not be returned to the moment it disappeared. The General asks the new Lord President if he's gone too far, but the Doctor grimly warns that he's barely started; the High Council is next to go on a shuttle.

In the High Council chamber, the Doctor tosses his confession dial on the table, disgusted with what he had to go through. He tells Ohila and the General, the only other people with authority left on Gallifrey, that a confession dial is meant to purify a dying Time Lord's soul so they can be uploaded to the Matrix without regrets; instead, they re-purposed it to serve as a torture chamber. Ohila explains that Rassilon grew concerned about the prophecy of the Hybrid and felt that the Doctor would not willing give up the information. The Doctor sarcastically asks if they want him to protect them; he tells them he will, but he needs more information.

The General explains some Matrix prophecies foresaw the birth of a hybrid from two warrior races that will stand in the ruins of Gallifrey as it breaks millions of hearts to mend its own; however, the Doctor detects that the General is lying. The General explains it was not some, but ALL Matrix prophecies warned them of this coming threat. The Doctor mockingly asks "what colour is is it?", pointing out "the problem with prophecies; they never tell you anything important." Ohila tells him he shouldn't be playing the part of the fool. The Doctor says he needs help; he turns down the General and Ohila, saying people with bad hats cramp his style. He needs to talk to an old friend...

Clara's death by the raven is shown again; however, right before it kills her, time freezes. Confused, she looks behind her to see the Doctor looking out from Me's home. She then sees a light, with the future Doctor motioning for her to come into the light. Clara complies, finding herself in a sterile room with technicians and the General. Clara asks where she is and the Doctor tells her that they're on Gallifrey "billions of years in the future and [that] the universe is pretty much over"; she is happy the Doctor found his home. Clara hears a ringing in her ears, as the Doctor and General argue over telling her the truth. The Doctor finally relents, and explains she is frozen between two heart-beats; the ringing was her realising that she can't hear her heartbeat anymore. Thus she doesn't have a pulse or need to breathe, though she still does so out of habit. The General goes on to explain that her death is a fixed point in time; they will return her once they find out what they can from her about the Hybrid.



However, the Doctor takes the General's gun, threatening "on pain of death, no-one take a selfie". Clara is shocked by his actions, wondering what happened to him since she died. The Doctor asks for a human compatible neural block. The General informs the Doctor that his weapon has no stun setting, and that there is no way he'll allow the Doctor to leave the room with Clara. The Doctor coldly pronounces, "I will not let Clara die," before asking the General what regeneration he's on; confirming his regeneration is the tenth, meaning he is in his eleventh incarnation. The General is wished good luck. The General, unfazed by his upcoming regeneration returns the wish to the Doctor and is shot. The Doctor takes the device and drops the gun, running off with Clara. Clara is shocked by what the Doctor has done, but he explains death on Gallifrey is basically man flu.

Gastron arrives in the extractor room, reporting the General's regeneration. Once the regeneration finishes, Gastron asks the General if he's okay; the General gets up, revealed to now be female. Gastron quickly corrects himself, addressing the General as "ma'am". The General is glad to be back to normal, explaining to Gastron that her last incarnation was her only male body; and sneeringly asks "dear god, how do you cope with all that ego?" After getting her bearings, the General wonders where the Doctor could have run off to. Ohila enters the room, explaining that the Doctor did what he always does; he ran straight into the most dangerous place he could think of.

The Doctor takes Clara to the Cloisters, an area located below Gallifrey's Capitol; it is guarded by the Wraiths, which only attack if they attempt to leave. Clara wonders how long they plan to stay, prompting the Doctor to retort they also attack if you stay too long. Clara asks if he notice how fast the conversation went south; he did. Clara asks him to explain what the Cloisters are better, so the Doctor explains that "the Time Lords have got a big computer made of ghosts, in a crypt, guarded by more ghosts". The Wraiths are basically the firewall to keep foreign things out. Clara is confused as to why a computer would protect itself from the very people that built it; "just wait until the Internet starts. Ooh! That was a war!" the Doctor retorts.

Clara questions what the vines around the pillars are, which the Doctor explains, as best as he can, are fiber-optic cables. They trap anyone who attempts to steal information from the Matrix; many enemies were trapped by the vines during the Cloister Wars. They are shocked to find a Dalek wrapped in the vines; not even having enough power left to self-destruct, the Dalek begs for a mercy-killing. However, the Doctor states there is nothing they can do; he ushers Clara on even as the Dalek continues to wail for them to kill it. They continue past it and Clara is surprised by Weeping Angels, which she manages to outmanoeuvre. However, Clara is surprised to find her arm being grabbed from behind by a Cyberman; the Doctor pulls her free of its grip, explaining that these are projections from the Matrix to deter them from finding the exit.

Soon after, the Doctor notices that Clara is standing on part of the floor which he says is the maintenance hatch. The doctor tells Clara that a boy once got lost in the Cloisters and was told a secret by the Wraiths that caused him to never be right in the head again. However, the boy knew where a secret maintenance hatch was. Clara asks if the boy told anyone, the Doctor tells her that the boy kept it a secret; last anyone heard of him, the boy stole the moon and the president's wife. Remembering back to when Missy told her about the Doctor's past, Clara realises the Doctor was the boy in his story. The Doctor begins telling her about the time he spent in the confession dial; they are observed by the General and Ohila, who decide to go after them. Clara, meanwhile, is shocked to learn that the Doctor knew that the Time Lords were responsible for her death; he pretended to know about the Hybrid, so he could get back to Gallifrey and use their tech to resurrect her. He just "had to hang in there for a bit".

The General and Ohila arrive via lift, demanding that the Doctor come with them, unable to arrest them as the Wraiths would attack; Clara silences them as she tries to get the Doctor to tell her how long he was trapped in his confession dial, getting no result. Wondering how long the Doctor spent inside the confession dial, Clara turns to the two and demands to know how long. Thinking a moment, Ohila says 4.5 billion years; the General explains that the Doctor could have left any time he wanted, just needing to tell the Time Lords what he knew. Clara is shocked by this, realising that she meant more to him than she thought possible. Turning to the Doctor, she tearfully asks him why he'd put himself through hell for so long, and he replies with a simple, "I had a duty of care", and the significance of what had become a mantra for him in recent adventures is brought into sharp relief. She tells him that "people like me and you, we should say things to one another" and, taking his arm, proceeds to do so - words kept private from the audience and from the General and Ohila, to whom she refuses to divulge what she said.

Clara yells at the General and Ohila with a furious tirade - "Do you know why you have to hide here at the end of time? You are monsters! You are hated. You. Are. Hated." Smirking, she then tells them part of what she told the Doctor; he doesn't need to worry because they will be looking at her. The Doctor has gotten through the maintenance hatch, and is heading to the repair shop to steal a TARDIS; as one appears around her, Clara waves good-bye to them. The Doctor asks Clara what she thinks of the original design for the control rooms; she's not too fond of it. Ohila demands that the Doctor face her; seeing her face on the monitor, the Doctor opens the door and sticks his head out. Ohila points out that the Doctor has gone against everything he believes in, just to give Clara false hope; he just shuts the door and takes off. The General wonders where the Doctor is going; Ohila says "away", heading to leave for Karn.



Inside the TARDIS, the Doctor tells Clara that they'll be having lunch, then breakfast, followed by cocktails with Moses, and then he'll invent a flying submarine because the fact no-one has is annoying. "Why? Because we're time travellers, and that's how we roll!" They break free of Gallifrey's time zone, which the Doctor explains is so the Time Lords can't track them; he tells her to check her pulse as she now has one. However, Clara tests her pulse and tells him that she still doesn't have one.

Slightly shocked, the Doctor states they must not have gone far enough yet, telling her that they are going straight to the very end of the universe; with the universe so small, the damage from reviving Clara would be minimal. They arrive, just mere minutes before the universe completely dies, with the Doctor expecting his actions to have worked. However, Clara states she still doesn't have a pulse; the Doctor checks himself, seeing she's right. He checks the back of her neck, finding the Chronolock still there. Anguished over failing to save her, again, the Doctor yells that he is no longer being accountable to anyone.

To Clara's shock and more surprisingly, not the Doctor's, there are four knocks on the door to the TARDIS. Clara wonders who could be knocking when they are at the very end of time. Seemingly annoyed, the Doctor simply states "Me" and opens the door to let himself out. He exits, saying that he once told the knocker that the universe would become quite a small place when they have angered him. He asks if it has become small enough now.

It's revealed he's talking to Me, who is sitting in a chair in the remains of the Cloisters; not too far away something burns. To Me's surprise, the Doctor says he knew to expect immortals at the end of time. Me explains the other immortals are gone; she's the last being alive, having finally earned the title Me. The Doctor notes that Me is staying alive by using a reality bubble on the Cloisters. Me tells the Doctor that she's been watching the stars go out, finding it beautiful. However, the Doctor tells her it's sad; she counters that it's both. She then notes the Doctor doesn't like endings, comparing it to someone who doesn't want summer to end; the Doctor tells her that summer can last forever, so long as you have a time machine. Me then tells him that she now sees the beauty and sorrow in Clara's death, angering him. The Doctor tells her to "go to Hell, which is about five minutes away."

Inside the TARDIS, an impatient Clara uses the sonic sunglasses to turn on the monitor to see what the Doctor is up to, becoming shocked to see Me is still alive. She watches them, wondering what someone who has lived even longer than the Doctor has to say to him.

Seeing as they have only a short time before the universe officially ends, Me asks the Doctor to finally talk about the secret of the Hybrid that the Wraiths told him about as a boy. He laughs, saying that he knows what the Hybrid is; it's her, a human with Mire medical technology inside; Me speculates it might refer to the Doctor and theorises that the Doctor might be half-human. She goes on to explain that he was a high-born Gallifreyan, yet he elects to spend all his time on Earth. He laughs at her, asking if that's her best idea; he's the Hybrid?

Me admits that he's got her there, going on to explain her real theory. The Hybrid is not one person, but two true companions who will go to extremes for the sake of each other; a powerful and compassionate Time Lord and human who serves as his guiding conscience. The Doctor denies the idea until Me asks how he met Clara. Clara remembers that brought them together, just as the Doctor remembers. Me goes on to explain that it was another of Missy's plans to win back the Doctor's friendship; loving chaos, she gave Clara to the Doctor, knowing he would abandon his code for the sake of saving Clara.

Me laughs that she wonders what mischief the duo will get into next; the Doctor counters they won't. He will use the neural block to erase Clara's memories of him, as the Time Lords can track her through them and then drop her off somewhere to live her life. As they are friends, he will tell Clara of his intentions to wipe her memory before he does so. Me joins the Doctor entering the TARDIS, to watch his actions unfold; Clara quickly shuts off the monitor.

Once back in the TARDIS, the Doctor reintroduces the two women, with Clara unable to hide the fact she already knew Me lived till this point. Clara tells the Doctor that she was watching on the monitor and is unwilling to be the cause of him continuing to abandon his oath of being the Doctor. The Doctor tries to explain, grabbing the neural block; however, Clara tells him that she used the sonic sunglasses to "reverse the polarity" of the neural block device to erase the Doctor's memory if he used it on her. The Doctor finds the idea unlikely as a neural block shouldn't be able to have its polarity reversed.

As they have reached an impasse, they decided to take a gamble as to which of their memories will be wiped; as the neural block was programmed to wipe out Clara's memories of the Doctor, if it's used on him, his memories of Clara will be wiped. They each hold an end of the neural block, smiling at each other for the last time. After Clara suggests they forget the whole thing and just "fly away somewhere", they press the button. As he feels fine, the Doctor assumes that Clara failed.

However, the Doctor soon starts feeling drowsy; Clara DID reverse the polarity. Clara grabs him, apologising. The Doctor tells her it's okay; he broke every single rule he had. "I became the Hybrid." As he starts losing consciousness, and therefore his memories of her, the Doctor decides to impart some final advice to his old friend, from "never be cruel or cowardly", to the more bizarre "never eat pears". He asks Clara for one last smile before he finally blacks out.

The Doctor next awakens in the middle of a desert, with a pickup driver telling him that a Clara told him to look after the Doctor. Picking himself up, the Doctor confusedly asks the man who Clara is. The Doctor is in America, without his TARDIS and only his sonic sunglasses.

Back in the present, the Doctor continues talking to Clara; he doesn't remember what she looked like, or the "very important" message she gave him in the Cloisters, but remembers their adventures and half-heartedly says he is trying to look for her. Clara tries one last time to spark a memory by outright suggesting that she could be Clara, only to have the Doctor assert that he would "absolutely know" if he ever saw her again, causing Clara to turn away to hide her tears. Looking around the diner, he suddenly recalls having been to it with Amy and Rory. He tells Clara that he is currently searching for his own TARDIS, as it has disappeared from where he left it in London.

As he begins once again to play the sad melody he'd been playing, Clara smiles and reminds the Doctor what he told her about that memories become stories; while he can't remember what she told him in the Cloisters, she suggests sometimes lost memories become songs. The Doctor responds, "That would be nice," and momentarily turns his back, as Clara walks into the back room, which is revealed to the console room for the TARDIS they stole from Gallifrey. The diner vanishes, leaving the Doctor astounded; he then turns around to find his TARDIS, which still has Rigsy's graffiti memorial for her, left behind. The Doctor notices the portrait of Clara, but gives no indication whether he has connected it with the mysterious waitress.

In Clara's TARDIS, Me, engrossed in a TARDIS Instruction Manual, tells her the chameleon circuit is broken, but Clara is unconcerned, saying that she likes it. Clara affirms that she still has no pulse and acknowledges that the universe still relies on her dying. She asks Me whether the Time Lords can return her to her place and time of death, knowing she will have to face the raven eventually, to which Me responds with the affirmative. Me asks Clara where will she go now, she replies "Gallifrey, the long way around": she isn't going back to face her death just yet. The two share a smile as Clara, having been undergoing training in how to use the TARDIS for a while, sets the vessel in motion through the vortex.

The Doctor boards his long-abandoned TARDIS. The console room lights up as if the TARDIS is welcoming him home. The Doctor puts his guitar away and finds a new coat on a chair in the back of the room, Next to it is a blackboard, which has a last message from Clara - "Run you clever boy, and be a Doctor." With that, the Doctor tosses the old coat he was wearing and dons the new one.

The TARDIS beeps, drawing his attention to the console, which spits out a new sonic screwdriver; the Doctor catches it and tests the new emitter. Smiling, the Doctor heads back to work saving the universe As the TARDIS dematerialises, it does so without Rigsy's paintwork. The memorial on the front door flakes off piece by piece - any trace of Clara having been with the Doctor now gone.

The Doctor's TARDIS is shown travelling through space, the Doctor once again setting off on a brand new adventure - unaware that Clara and Me's TARDIS quickly passes by his, setting off their own journeys through space and time.

On Christmas Day, 5343, on the human colony of Mendorax Dellora, a man named Nardole is searching through a town for something pictured on a piece of paper. He comes across the TARDIS, believing he's found what he was sent for; he knocks on the door, which has a sign saying "Carolers will be criticised." The Doctor opens the door, asking if there is something on his head; Nardole confirms that there are antlers on the Doctor's head. Closing the door, the Doctor yells at the TARDIS for trying to cheer him up with holographic antlers.

An electronic hum comes from inside, and the Doctor thanks the TARDIS for listening to him. The door opens again, with the Doctor now lacking the antlers; he asks what Nardole wants. Nardole asks if he's a surgeon. The Doctor tells him that's close enough, inquiring if he needs one. Nardole confirms this and begins walking away. He turns back to see the Doctor hasn't moved. The Doctor asks if there will be carolling where the emergency is, to which Nardole denies. Happy there will be no singing, the Doctor exits the TARDIS and locks the doors.

The Doctor follows Nardole through town. Nardole explains they weren't sure where his "capsule" would land. The Doctor says it's a common thing for him, before stating he's had a bad day of "people turning into lizards" and a piano falling on him. Moments after they pass someone, an elderly man with a bag approaches and asks the person if they were looking for a surgeon.

Nardole brings the Doctor to a crashed spaceship. A cloaked woman exits the ship, asking who the Doctor is. Noting the Doctor does not look like the surgeon's photos, the Doctor jokes that it's an on-going problem. Sensing that the woman is familiar, the Doctor asks if they've met. She states they have not, removing her hood to reveal herself as River Song. Smiling, the Doctor says her name. River is shocked he knows her name, asking how he knows her. The Doctor laughs, stating it would take a flowchart; however, River doesn't take the hint. Nardole tells the Doctor that he must refer to her as Dr Song, or Professor Song. Annoyed, River tells them to never speak her true name again or she will remove their organs in alphabetical order. Amused, the Doctor asks which alphabet. River scowls and heads back inside the ship.

Heading inside, the Doctor asks what the emergency is. River states that it's her husband. The Doctor is shocked, asking her to repeat that. River responds that her husband is dying. Stopping in his tracks, the Doctor is asked by Nardole if he's alright; the Doctor states "I'm going to need a bigger flowchart."

River leads him to her dying husband, King Hydroflax. To the Doctor's disgust, Hydroflax recalls having many romantic nights with River. Due to the guards being genetically-engineered to have anger problems and sentient laser swords, Nardole tells the Doctor to not do anything upsetting, like crossing his arms; the Doctor tells Nardole that he's got cross arms, crossing them anyway. River then tells Hydroflax that she called in the best surgeon in the universe to save his life. The Doctor quietly tells Nardole that he made a mistake and not to "make puddles". Seeing he has no choice but to help, the Doctor approaches to study the patient, being told to bow in the king's presence. However, the Doctor states he cannot do so because of his back. The Doctor examines Hydroflax, determining that something is jammed in his head. River takes him to an adjacent room to discuss the operation.

River shows the Doctor a holographic x-ray of Hydroflax's head, which reveals that the Halassi Androvar, the most valuable diamond in the universe, has become lodged in Hydroflax's brain during a raid on the Halassi Vaults and is slowly killing him. Having been hired by the Halassi to recover the lost treasure, River posed as Hydroflax's nurse and pretended to love him; took less than a week for Hydroflax to propose to her. According to River, men will believe any story they are the hero of. River tells "the surgeon" to remove Hydroflax's entire head, considering it quicker and easier. "I'll kill the lights; you kill the patient." The Doctor is shocked, wondering if this is what she's like without him to keep her homicidal tendencies in check. He states that he'll decide what needs to be done because he's the Doctor; however, River doesn't get this obvious hint. She says he reminds her of someone; the Doctor starts to describe his last incarnation, but River exclaims that it's her second wife that he reminds her of.

They are surprised by Hydroflax, who has listened to their conversation. Hydroflax tells them that if they wanted his head, they should have just asked, promptly removing his head from his body; Hydroflax is truly nothing more than a head on a mechanical body. River notes she thought it was strange they never shared a bathroom. He demands to know who his wife really is; River tells him that she's Professor River Song, archaeologist hired to retrieve the diamond and give back to the people he's taken so much from. She's even got a sonic trowel. The robot body begins closing in on River and the Doctor per Hydroflax's orders. However, River threatens Hydroflax's head with her trowel, causing the body to halt. Despite Hydroflax ordering his body to attack, its AI tells him to chill as there is a high probability Hydroflax will be harmed. River shoves Hydroflax's head in a gym bag she has, despite his protests that it smells; she radios her contact Ramone, to teleport her and the Doctor.

The two end up a foot above the snow and fall. Annoyed, River radios Ramone, telling him to work on the landings. Hearing Hydroflax threaten them, the Doctor bursts out laughing. River tells him it's not funny; however, the Doctor points out the ridiculousness of being threatened by a bag. They both laugh as Hydroflax continues to yell threats. The Doctor now thinks River was just messing with him, asking if she really does know who he is. River states that she does not, as Ramone arrives; River pulls him into a kiss. The Doctor wonders "doesn't [kissing] get boring? It's not a varied activity." River reveals Ramone is another of her husbands, whose memory she wiped of their marriage because he was getting annoying. The Doctor sarcastically asks if she's going to murder him as well.

Ramone informs River that he has not found Code Name: Damsel in Distress, despite his capsule being in the village. River asks Ramone if he's sure as he has twelve faces. Ramone unfolds twelve pictures, which are of the First, Second, Third, Fourth, Fifth, Sixth, Seventh, Eighth, War, Ninth, Tenth and Eleventh Doctors; he adamantly states that none of these men are in town. River is flabbergasted as she crashed Hydroflax's ship in this location because it's where she had the best chance to meet up with the Doctor. Deciding to tease River, the Doctor states that he may have a face she doesn't know about; knowing the Doctor wasted a regeneration, River states that he has "limits."

Onboard Hydroflax's ship, his robot body decides to upload information about River Song from Nardole; it does so by decapitating him and placing his head in place of Hydroflax. It now has the information about where the TARDIS is located and that River is known to be associated with it.

The Doctor follows River and Ramone to the TARDIS, where River states she'll just borrow it. Taken aback by this, the Doctor notes that "Damsel" sounds dangerous and might be angry with her for stealing his ride. River states that he's never noticed before when she borrowed the TARDIS and put it back where it was before, so why would she worry about it now. Aggravated to hear this, the Doctor states that he'll start noticing NOW. River sends Ramone off to get ready for their beach holiday. She heads inside, telling the Doctor that it's not as snug as it seems inside. Seeing it's "his turn" to play the shocked companion, the Doctor pretends to be shocked by the "bigger on the inside", giving, in his opinion, a better monologue than others. The Doctor is then shocked to see that River turned one of the roundels into a cupboard for alcohol.

Outside, Ramone is heading back to his own ship to head to his vacation spot to wait for River. He hears Nardole calling for help. He finds the robot holding Nardole at gunpoint. Confused, Ramone asks why Nardole is aiming a gun at himself. Nardole states he's not, it's the artificial intelligence controlling the robot. The robot demands that Ramone deliver a message to the former queen River Song. Ramone asks what the message is that he's supposed to deliver.

Inside the TARDIS, River preps things for taking off; the Doctor suggests several buttons, which she explains actually don't help to fly the TARDIS. The Doctor learns to his shock that one button actually causes the waste tanks on Deck 7 to be released. Deciding to avoid Deck 7 for a while, the Doctor watches as River tries to take off; however, the TARDIS refuses to budge. With her confused, the Doctor reveals that the "real-time" envelope cannot be sealed as the TARDIS registers Hydroflax as inside and outside at the same time, due to the head's life-support being connected with the robot body. Being called good for a doctor, the Doctor is annoyed River still hasn't figured it out.

A knocking is heard on the door, with Ramone yelling for River. River opens the door to find Ramone's head on the robot body; apparently, the robot's answer to everything is to cut off someone's head and use it. It starts attacking, with the Doctor grabbing Hydroflax's head. He threatens to send Hydroflax down the trash chute if he doesn't "get himself under control." This works, with River piloting the TARDIS to land in the starship Harmony and Redemption. To the Doctor's surprise, River pulls his hand instead of the other way around, leading him out of the baggage area and shutting the door behind them.

River meets the Maître d', Flemming, who has met her before; apparently, his children have eaten their mother in a "lovely ceremony" and are still digesting her. River asks him to deadlock seal the baggage hold, reminding him of the trouble it caused when he didn't during the last time when she was transporting dragon eggs. Haunted by the very memory, Flemming tells her it will be done; the doors are locked just as the robot pounds on them to get out.

Flemming asks if the Doctor is here for dinner, which River confirms; he grabs the Doctor, saying that he'll have the cooks prepare him immediately. However, the Doctor stops him and River explains that he will be joining her for dinner. Flemming tries to pass off his blunder as suggesting her guest would need to be force-fed. Flemming leads them to the dining room, hearing Hydroflax's muffled yells. The Doctor passes it off as his stomach being upset.

River stops, stating she needs to change her clothes. She takes out a perfume bottle and sprays herself, turning her clothing into a dinner gown. "Not bad for 200, eh?" River smirks. The Doctor is taken aback by this; even though River has some Time Lord DNA, she is still mostly human and therefore should not have been able to live this long. River explains that she had her lifespan augmented. Taking a drink from a serving tray, River explains that the ship is full of people like her or worse. Suites are reserved for world destroyers. Even the staff need a provable history of indiscriminate murder. "This is where genocide comes to relax. Do try the fish."

In the dining room, River reads her diary as the Doctor fidgets nervously. The Doctor notes deadlock seals can be broken; "by geniuses" River retorts, and a robot body isn't going to be one. He inquires as to why they're there, to which River says she's waiting for the person who answered her advert for selling the Halassi Androvar. The Doctor is surprised, wondering why River would do this when she was hired to bring it back to the Halassi. Laughing, River asks if the Doctor was born boring or he had to work hard to be so. Seeing River frowning at her diary, the Doctor asks if it's a sad story; she notes the one who gave it to her knew how long it should be, and there are only a few blank pages left for her to write in.

A man with a large scar across his face walks up to them asking for Song. Introducing himself as Scratch, a representative of Shoal of the Winter Harmony, he is silenced by River, who asks if he's empowered to purchase. They squabble over showing the merchandise or the payment. Scratch pulls the right side of his head open, removing an orb; disgusted, the Doctor tells him that he shouldn't be doing that where people eat. Scratch explains that the orb connects to every bank in the universe; once given commands, it will give River any amount of payment she desires. Happy, River gives him the bag, telling Scratch he might need a spoon to dig for the diamond. Annoyed, Scratch reveals that he filled the meeting point with members of his own species to ensure honest transaction.

In the meantime, Flemming is informed by another member of the staff of a situation in the baggage hold. Ramone appears on the monitor, stressed and demanding to be let out; unknown to Flemming, the robot body is holding a gun to his head off-screen. Flemming decides to go down and check things, getting held hostage by the robot body. It wishes to take his head for new information, but Flemming offers to give the body a head fit for a king instead.

Back in the dining room, River and the Doctor discover that Scratch and his compatriots worship King Hydroflax and are after the diamond in his honour. Despite attempts to hide the bagged head containing the diamond, they are forced to reveal the truth to create a distraction. Though it's considered heresy to try paying for the king, the Doctor laughs; "He can't be much of a king if you can't put a price on his head." They toss Hydroflax away and flee, only to be stopped by Flemming. The robot body enters, with Hydroflax happy he will be whole soon; however, the body stops short and scans him. The brain damage is now beyond recovery. Hydroflax orders his body to do whatever it takes to save him; it comes to the wrong conclusion that it needs a new head and disintegrates Hydroflax, leaving the diamond behind.

Flemming takes River's diary, explaining it is a guide to the best replacement head in the universe: the head of the Doctor. Scratch backs this up as the Doctor is a legendary being with multiple faces, which would be Hydroflax's crowning achievement. Flemming reads the diary, noting River's been to Asgard for a picnic, the crash of the Byzantium (which was turned into a movie), has met Jim the Fish (who is known by everyone in this era) and has just been to Manhattan (which Flemming thinks is a planet).

River is asked for the whereabouts of the Doctor, to which she truthfully doesn't know. The robot confirms it with a scan. However, Flemming believes that putting the Doctor's consort in danger will draw him in. However, River snaps at him; though she loves the Doctor, he never once said that he loved her. River tells them to scan for two hearts and stupid clothes, but they won't find him. The Doctor tries telling River who he is, but stops when River tells them the Doctor is above falling in love; "You don't expect a sunset to admire you back. When you love the Doctor, it's like loving the stars themselves." She then adds that he wouldn't be sentimental enough to be stuck in this situation with her. Breathing heavily from venting her feelings, River notices the Doctor's steady gaze and mild smirk. She gives a confused look, to which he says "Hello, sweetie."

Seeing how dense she's been, River tells him he'll be doing his roots, as the Doctor taunts her with the romantic poetry she used to describe her love for him; she then tells him she was just buying time until "it" happens. The robot body tells them to stop talking but is ignored. River asks the Doctor where the safest place would be if a meteor strike were to hit, and the Doctor tells her right where they are as it doubles as an escape route. Flemming asks what she means as the speakers announce the meteors' arrival; he asks River how she could have known. Smiling her usual smirk, River tells him that she's the archaeologist that dug his remains up in the future. The meteors hit and the floor gives way, allowing the Doctor and River to flee into the lower floor.

River tells the Doctor that she bought a guidebook that tells her when a restaurant will be destroyed; therefore, as a time traveller, she can get a free meal, as long as she doesn't go to the same place twice and create a paradox. The Doctor asks River if she likes his new body, to which she says she hasn't seen properly yet; however, she then wonders how he has a thirteenth one, as he ran out of regenerations. He tells her that "a thing" happened, to which she knows is usual with him. The diamond falls down towards them, with River catching it in her dress.

Hydroflax's body arrives to take the Doctor's head; the Doctor tells River to go stop the crash while he deals with this moron. The robot body cannot comprehend that even if it gets the Doctor's head, it won't survive the crash. Seeing the orb Scratch gave River, the Doctor grabs it and tells the robot that all kings need money. It demands he demonstrate. With a manic smile, the Doctor attaches it the base of the robot's neck and the A.I. begins sputtering randomly. "Welcome to the best firewalls in the universe. Nothing is protected like money." The robot garbles that it doesn't understand, to which the Doctor says is the same for everyone else. "He had a bad day at the bank." the Doctor tells an employee as he laughs at his own jokes and runs to join River.

In the bridge, the Doctor finds the crew has gone and River working at the controls. They start arguing over the marriages that the other had; the Doctor married Marilyn Monroe and Cleopatra, while River married Hydroflax, Ramone and Stephen Fry. While the ship is crashing, River realises that they are heading towards the planet Darillium. River remembers that he always promised to take her there to see the Singing Towers, but always cancelled at the last minute. The Doctor retorts "I'll make sure to give them a wave as we pass by." Trying to save River, the Doctor tricks her into being teleported back to the TARDIS. However, she pilots it back to him. As they have entered the planet's atmosphere, they give up on saving the ship and take shelter in the TARDIS. The resulting impact of the crash knocks River unconscious.

Seeing that the universe is telling him to finally have his last night with River, the Doctor decides to give in to the inevitable. After travelling to the next morning, the Doctor suggests to a man searching for survivors of the crash that he builds a restaurant where they're standing, with a view of the Singing Towers, and gives him the diamond to fund its construction. Travelling forwards in time once again, the Doctor enters the now-built restaurant and books the table on the balcony for Christmas Day in four years' time. The Doctor doesn't mind as he can just jump to the date of his reservation.

When River awakes, she exits the TARDIS and is told by the receptionist that the Doctor is waiting for her in the restaurant. Changing for the occasion, River asks if they have a good table, to which she is told is the best in the house. To her shock, River runs into Hydroflax's body, now peacefully controlled by the heads of Ramone and Nardole; thanks to the Doctor attaching the orb to the robot, the A.I. was deleted in a bank merger. The body was pulled from the wreckage and the two of them have been working as a waiter in the restaurant since then. River shows attraction to Ramone's new body but is told to calm down by the Doctor, who has arrived in a new suit.

River compliments him, to which the Doctor tries to return the favour. However, River notes that her husband never knows when she looks good, but it was kind of him to try; at best, the Doctor has only noticed that River's hair has moved around a bit. The Doctor gives her a box, stating it's Christmas; River notes that the Doctor has never given her a gift before.

To her surprise and joy, it contains the sonic screwdriver she will use in the Library; "I saw the sonic trowel, and thought it was embarrassing." The Doctor demonstrates it to River, discretely scanning her into the neural relay hidden in it, so his tenth incarnation can upload her data ghost into the virtual world in the Library computer. River laughs with joy, as the Doctor hands her Christmas present back to her. The Doctor leads River to the balcony, which has an amazing view of the Singing Towers.

River listens in awe to the beautiful music. She then notices the Doctor is crying, something he blames on having the wind in his eyes. The Doctor states that it is the wind blowing through the crystal formations inside the towers that causes the music, according to some legends. He asks why River is ignoring the Towers, to which she sadly says "[they're] ignoring me." River reveals that her diary is nearly full, and asks whether the stories that this will be their final night together are true, to which the Doctor only responds by saying; "Spoilers", after knowing River for so long he had finally caught up with her in his timeline, and can't bring himself to reveal that this would indeed be their final night together.

River begs him to find a way around this event, but he insists there's no way to avoid the end of their times together and refuses to tell River the future. They both discuss the fleeting nature of things, River pointing out that "happily ever after" does not mean "forever", just "time"; it doesn't have to be much, just a little extra. Fearful that not much time is left before they part, River asks how long a night on Darillium is. Smiling, the Doctor informs her that one night on Darillium lasts for twenty-four years. Overjoyed, River once more tells the Doctor, "I hate you." He again replies, "No, you don't," As the two smile at each other

The words "And they both lived happily ever after" are displayed on-screen. Little by little, the message dissolves into gusts of snow, becoming more truthful as it gets reduced to "And they both lived happily", then only "happily", until it has all been swept away.

On Christmas Eve, 1990s, New York City, a boy named Grant wakes up during the middle of the night to find the Doctor swinging from his ankles in front of his bedroom window. He asks to be let in, and Grant goes to ask his mother; Grant lets the Doctor in. Confused, the Doctor asks what Grant told his mother; Grant said there was "an old guy" at the window. Realising that Grant has mistaken him for Santa, the Doctor gives a "ho ho ho."

Reading through some comics Grant has, the Doctor is given milk and cookies. He draws Grant's attention to a Superman comic; the Doctor points out how ridiculous it is that no-one can tell that Clark Kent and Superman are the same person, just because of a pair of glasses. They head to the roof, with the Doctor now confused about Spider-Man, whom Grant tells the origin story of; however, the Doctor believes getting bitten by a radioactive spider would result in radiation poisoning.

The Doctor reveals a device he is unable to describe in simpler terms than a "time distortion equaliser thingy". There has been a lot of temporal problems in New York, and he's trying to straighten them out. Hearing Grant cough, the Doctor hands him a glass of water from his pocket; when asked how that's possible, the Doctor states he has "skills." He also hands him a red gem.

Grant asks why the Doctor is working on the device; he thought he was setting a trap. The Doctor explains that he accidentally fell into a trap he set to protect from people who would mistake it for a Christmas tree and steal it; it's science, it's supposed to look like something somebody already knows about. When asked for his name, the Doctor states that he is the original Doctor that started the title; "now anyone who wants to be called clever, calls them-self a doctor." Amused, Grant tells the Doctor that if he was a comic book character, he'd be called "Doctor Mysterio". The Doctor is likewise impressed with the title, saying it himself in a dramatic voice.

He asks Grant if he wants to turn on the machine, showing him a slot for a gemstone he handed him. He explains that it's called the Hazandra or the "Ghost of Love and Wishes". It takes power from the nearest star to make the wisher's dream come true. The Doctor instructs Grant to put the gemstone inside the device. However, Grant reveals that he thought the gem was medicine for his cough and swallowed it. Grant begins to levitate, as the Doctor tries getting Grant to calm down, but the boy does the opposite, launching them into the air.

Years later, a man awakens to the sound of a crying baby. He rushes out of bed and tends to the little girl. He calls the mother, whom he works for as a nanny, assuring her that her daughter is safe and sound. A red glow from his chest reveals him to be Grant as an adult.

On top of the Empire State Building, Grant asks what is happening, and the Doctor tells him that the gem has granted what it thinks he wants: superpowers.

Sometime later, a conference is held at Harmony Shoal Institute, where Mr Brock is questioned by Lucy Fletcher as to where the benefactors for the organisation are. Brock jokes that he killed them all and buried them in his backyard. Nardole asks where the little boys' room is but becomes confused by the American terminology. Brock is approached by Dr Sim, who tells him something is wrong. He tells Sim to meet him at midnight. Lucy speaks to a woman on the cleaning staff at the same time.

Come midnight, Dr Sim leads Brock to a vault where brains are being held; unbeknownst to them, Lucy has followed, having disguised herself as a janitor. Brock tells Sim that he knows that the brains were donated by the benefactors for a secret project that even he is not allowed to know; Dr Sim then tells him that there are more brains in there despite no deliveries being made to Harmony Shoal. Outside the vault, Lucy hears someone eating and turns to find the Doctor next to her. The Doctor tells her he broke in too, and has brought sushi; according to him, bringing a snack is the mark of a pro.

Told to tap the glass of a container, Brock complies and suddenly the brain inside sprouts eyes. Scared, Brock punches Sim in the face, dislodging the right side of his face, and spilling some blue liquid; Sim puts his head back in place, showing he's not human. Sim points to tank without liquid, which he says is the brain of the real Sim; they switched "containers". Brock asks what happened, and Sim states it's the same thing that's about to happen to him: "a change of mind." Surgeons emerge from hidden compartments and surround Brock, and Sim locks the screaming man inside of the vault.

The Doctor and Lucy run away, with her revealing her true identity to him; after her shock, the Doctor jokes it's spooky how that happens. When asked for his identity, the Doctor calls himself "Dan Dangerous of Scotland Yard." He looks at a map showing where Harmony Shoal has set up shop, which is every capital city on the planet. Nardole arrives, noting that New York is not a capital city. Annoyed, the Doctor tells Nardole that he's not there to point out his mistakes; he then realises Nardole was right.

Sim confronts them with a gun, intending to kill them as security might leave them alive; it would leave too many questions. However, the Doctor makes the situation a stalemate as no-one will believe he shot three people in the back in self-defence, making Nardole and Lucy turn their backs to Sim with him. The situation gets stranger as they hear knocking on the window of the 100th floor. Lucy turns around in shock; it's the Ghost, a superhero vigilante. The Ghost snaps his fingers and the window shatters; Sim is impressed, as that window was designed to withstand the force of four nuclear bombs.

Sim shoots the Ghost, but the bullets fly off of him; the Ghost picks up Sim and tosses him into the map, stating he doesn't like causing long-term harm, but moderate harm is fine with him. He reveals that he knows Lucy's work for the Daily Chronicle, stating its opinions are too biased; she says she'll have a word with her boss. The Ghost asks about the Doctor and Nardole, to which the Ghost and Doctor exchange greetings that seem to identify themselves to each other. Asking Lucy if she needs a lift, the Ghost carries her out the window and flies into the sky. Heading to the window, the Doctor scowls after the Ghost, muttering "Grant."

In the past, on top of the building, the Doctor tells Grant that once the gem is gone from his body, his powers would go away, and makes him promise to never use his powers.

The Ghost drops Lucy off, before noticing a monitor flashing on his belt. She jokingly asks if the "Bat signal" was an app now, before the Ghost flies off. The Ghost returns home, changing out of his uniform and back into his civilian clothes. He heads to the nursery, where he finds the Doctor cradling the baby, revealing that he tracked him by the gem fused to him. He also states that no superhero should leave a baby unattended; Grant defends this as being able to be back faster than most parents can get to their children. The Doctor hands the baby to Grant, who reveals that he works as a nanny; "got to make a buck somehow; you don't get paid for saving the world." The Doctor tells him that he thinks this is insane, and that's saying something coming from him. Nardole agrees, giving Grant a bottle for the baby. When asked how complicated he needs his life to be, Grant tells them less than it's about to as the mother of the child comes home: it's Lucy!

To keep Grant's identity a secret, the Doctor lies that he came to see how she was out of concern; he got to Lucy's home before she did as a show of how concerned. Lucy accepts this, taking her daughter from Grant to put her back to sleep. The Doctor and Grant talk out on the fire escape. Grant has been in love with Lucy for 24 years but never had the courage to confess to her. Then a few years back, they met again; however, Grant's best friend was with him as well, and Lucy married him instead. However, once baby Jennifer came along, the father ran off with another woman; Grant saw his chance to get close the Lucy again, becoming Jennifer's nanny. Amused, the Doctor points out Grant left the field open for others to try dating Lucy instead of him. The Doctor yells "Thank you!" to the sky, confusing Grant; the Doctor states that he is thanking the universe for letting him meet someone who is worse at having a normal life than him. Hearing a siren, Grant takes off as the Ghost, leaving his glasses behind.

Lucy arrives moments later, asking the Doctor to come in for an interview. Using the squeaking noise of a Mr Huffle to torture the Doctor, Lucy gets him to confess to not working for any agencies and that the Ghost is not involved with the goings-on at Harmony Shoal. Catching sight of the Ghost on TV, the Doctor directs Lucy's attention to it; the Ghost is being interviewed after helping stop a fire, telling the viewers to get smoke detectors for fire safety.

Throughout the night, Grant takes off to help out. Lucy asks the Doctor if he can set up a meeting with the Ghost; that moment, Grant calls her, as the Ghost, setting up an interview the next night. Lucy catches Grant just after he hangs up, telling him that she needs him to watch Jennifer tomorrow; Grant tries to weakly protest he has a date but gives in. At Harmony Shoal, Sim greets his brother alien, now in Brock's body. Despite Brock's skull being too small, Sim assures his brother that it will soften with wear. Sim shows him footage of the Ghost, who they believe is the finest "vehicle" available on the planet. They watch footage of the Doctor, who suddenly shouts "boo!" It turns out he's right in the next room. The Doctor tells the duo that he offers them mercy, and won't follow them off the planet if they leave now. Taking this as a declaration of war, "Brock" opens his head and pulls out a gun. The Doctor tells them that they are just another attempted invasion of the planet, which will fail like all the others.

The Doctor holds out a burger, which is confiscated by Sim. He reveals to them that he knows what their plan is: "unzip" the heads of the world leaders and place their alien comrades inside to conquer the world. However, the White House and the Kremlin would be the hardest places to break into due to "big fences, shouty people and cross dogs." Sim reveals that they plan to make the leaders come running to them. The Doctor whistles, telling that it won't work. Sim wonders what he took from the Doctor, to which he is told it's a burger; "Always carry a snack; don't want it now. He's put me off my lunch." The TARDIS materialises around the Doctor.

Inside, the Doctor finds Nardole in robes from 12th century Constantinople; it took a few hit-and-miss tries to pick up the Doctor. The Doctor asks for the facts, as he's saving the planet; Nardole states that's what he does whenever the conversation becomes serious. Annoyed, the Doctor tells him to be nice to the person who "glued" his head back on. The Doctor pilots the TARDIS, landing "where they were, except not." They head outside, into the Tokyo branch, where everyone is rushing out of the room. The Doctor explains that he flooded the downstairs with Pokemon. The Doctor searches the computers, finding a signal being sent into space.

In New York, Grant wishes Lucy luck during her interview; she's wearing a trench coat, stating that it's not a date. When she leaves, he changes into the Ghost and heads to the roof with a picnic. To his surprise, Lucy arrives in a red dress she keeps for dates. They start the informal interview, with Lucy asking some too-personal questions, such as the Ghost's sexuality. The conversation then goes to the superpowers that the Ghost has: he has flight, super-strength, invulnerability, super-hearing, pyrokinesis, and x-ray vision. When asked if x-ray vision is tempting, the Ghost states adolescence was difficult because of it. The Ghost tries revealing he's Grant to Lucy, who keeps looking in the wrong direction when his mask is off; at the same time, Lucy reveals that she has been developing love towards Grant for always being there for her. When she turns back, the Ghost is masked again, telling her Grant must be admirable.

In space, the TARDIS floats outside of a ship. The Doctor states that it's empty because the lights are off. They land inside, only to be attacked by former bodies used by the Shoal, which are being controlled by a computer in place of a brain. They are chased to the bridge, where the Doctor locks them out. Sim contacts them via the monitor, with the Doctor curious as to why the ship is pre-programmed to fall on New York. Sim states that when the time is right, they will drop the ship on New York, destroying everything except the Harmony Shoal building; the world leaders will be tricked into thinking it's a safe haven and will get their brains replaced when they arrive. Seeing Sim just told him the time is wrong, the Doctor starts messing with the controls, which causes the ship to start falling towards Earth prematurely. Telling Nardole to say "Whee!", the Doctor smiles madly.

Back in New York, Brock arrives at the rooftop to switch the Ghost's brain with an alien. Brock assures that the procedure will be painless, before telling the Ghost that he was talking to his fellow alien. The Ghost flies off, leaving Lucy behind on her suggestion. Brock threatens to bring Jennifer up as another hostage as Grant arrives as himself, telling Brock he's not going to touch that baby. With another hostage, Brock calls for the Ghost to come back or Lucy will die. Suddenly, everything begins shaking; Brock looks up at the sky with horror, knowing it's his ship. Grant hears the Doctor; he's using the sonic screwdriver to speak to him on a frequency only he can hear. The Doctor tells Grant to stop the ship or all life in New York will perish. Seeing he can't keep his dual life secret anymore, Grant tells Lucy to duck in his Ghost voice.

Moments later, the Doctor shakes Nardole awake, telling him that a "shock-absorber" stopped the ship from blowing up. In the streets below, hundreds of people and police watch in amazement at the sight of a spaceship seemingly floating on a rooftop. On the roof, Grant tells Lucy he's sorry for not telling her, and to not slap him as he's holding a bomb. The TARDIS arrives, with a happy Doctor walking out, telling Brock they couldn't defeat Grant because he's left-handed; Grant never lets go of the baby monitor in his left hand out of habit. Lucy tells Grant she preferred him in his superhero outfit, putting his glasses back on and kissing him. The joy from this has Grant flying off with her. The Doctor tells Grant to toss the ship into the sun when they're done.

The Doctor reminds them that Jennifer is still in the apartment. Grant tosses the baby monitor to the Doctor, who hears Jennifer calling for something. Brock holds the Doctor at gunpoint, but is told to give up as a helicopter from UNIT has been sent to close their "head office". Brock warns that Harmony Shoal's vengeance is known and feared throughout five galaxies, the Doctor scoffs at this, telling him Jennifer needs changing "You're not the only one who's full of it."

At Harmony Shoal office, the workers are being forced to leave the premises. A UNIT soldier comes upon Sim's body, which is now empty of the alien that replaced his brain. He asks the soldier who found it if the body was already like this; he confirms it. The officer states that he'll put a call in to Osgood; UNIT needs to be on alert for the presence of this rogue alien. The soldier turns around after his superior leaves, revealing a long scar on his face; to avoid capture, Sim transferred himself into this soldier's body.

Back at Lucy's apartment, she and Grant are now a couple; both now happy to have someone who truly cares for them. Grant has also decided to quit being the Ghost unless he is absolutely needed again. The Doctor heads for the TARDIS after giving some bitter-sweet advice. When asked if there's something bothering him, Nardole explains the situation to them. The Doctor is still grieving for the loss of his beloved wife River Song; for some time, the Doctor is going to be sad. However, Nardole is with him to make sure the Doctor doesn't stray from being who he really is. He leaves as well.

Lucy turns to Grant, telling him he never really explained who the Doctor was. Smiling, Grant tells her "Doctor... Mysterio". Having seemingly heard Grant, the Doctor smiles and starts up the TARDIS, showing the Mr Huffle that Lucy gave him resting on the console. The last scene of the episode shows New York at night, as the TARDIS flies away, taking the Doctor and Nardole off to their next adventure.

Cast
The Doctor - Jodie Whittaker, David Bradley, Colin Baker, Peter Davison, Paul McGann, Sylvester McCoy, Jo Martin
 * The Doctor Who - Christopher Eccleston
 * The Doctor / Caecilius - Peter Capaldi
 * The Doctor - Peter Davison
 * The Doctor - Matt Smith
 * Guest The Doctor / Rose Tyler - Billie Piper
 * Too The Doctor / Bill Potts - Pearl Mackie
 * Special The Doctor / Captain Jack - John Barrowman
 * The New Doctor / Christina - Michelle Ryan
 * The Doctor / Sarah Jane - Elisabeth Sladen
 * To The Doctor / Jackie - Camille Coduri
 * The Doctor / Mickey - Noel Clarke
 * The Doctor / Osgood - Ingrid Oliver
 * The Doctor / Madame Vastra - Neve McIntosh
 * The Doctor / Jenny Flint - Catrin Stewart
 * The Doctor / Clara Oswald - Jenna Coleman
 * The Doctor / Martha - Freema Agyeman
 * The Doctor / Donna - Catherine Tate
 * The Doctor / Amy Pond - Karen Gillan
 * The Doctor / Rory - Arthur Darvill
 * The Doctor / River Song - Alex Kingston
 * The Doctor / Grace Holloway - Daphne Ashbrook
 * The Doctor / Grace - Sharon D Clarke
 * The Doctor / Adam - Bruno Langley
 * Craig - James Corden
 * And Nardole - Matt Lucas
 * Harriet Jones — Penelope Wilton
 * The Captain - Mark Gatiss
 * Clive - Mark Benton
 * Caroline - Elli Garnett
 * Clive's Son - Adam McCoy
 * Autons - Alan Ruscoe, Paul Kasey, David Sant, Elizabeth Fost, Helen Otway
 * Nestene Voice - Nicholas Briggs
 * Steward - Simon Day
 * Jabe - Yasmin Bannerman
 * Moxx of Balhoon - Jimmy Vee
 * Cassandra - Zoë Wanamaker
 * Raffalo - Beccy Armory
 * Computer Voice - Sara Stewart
 * Alien Voices - Silas Carson
 * Gabriel Sneed – Alan David
 * Redpath – Huw Rhys
 * Mrs Peace – Jennifer Hill
 * Gwyneth – Eve Myles
 * Charles Dickens – Simon Callow
 * Stage Manager – Wayne Cater
 * Driver — Meic Povey
 * The Gelth – Zoe Thorne
 * Joseph Green — David Verrey
 * General Asquith — Rupert Vansittart
 * Sergeant Price — Morgan Hopkins
 * Andrew Marr — As himself
 * Margaret Blaine — Annette Badland
 * Strickland — Steve Spiers
 * Head Chef - Colin Prockter
 * Cathica - Christine Adams
 * Suki - Anna Maxwell-Martin
 * The Editor - Simon Pegg
 * Nurse - Tamsin Greig
 * Adam's Mum - Judy Holt
 * Reporter — Jack Tarlton
 * Reporter — Lachele Carl
 * Spray Painter — Corey Doabe
 * Slitheen — Elizabeth Fost, Paul Kasey, Alan Ruscoe
 * Mr Cleaver - William Thomas
 * Margaret - Annette Badland
 * Cathy - Mali Harries
 * Idris Hopper - Aled Pedrick
 * Slitheen - Alan Ruscoe
 * Mr Finch - Anthony Head
 * Mr Parsons - Rod Arthur
 * Mr Wagner - Eugene Washington
 * Nina - Heather Cameron
 * Kenny - Joe Pickley
 * Luke - Benjamin Smith
 * Milo - Clem Tibber
 * Melissa - Lucinda Dryzek
 * Dinner Lady - Caroline Berry
 * Voice of K9 - John Leeson
 * Empress – Sarah Parish
 * Lance Bennett – Don Gilet
 * Vicar – Trevor Georges
 * Taxi Driver – Glen Wilson
 * Nerys – Krystal Archer
 * Rhodri – Rhodri Meilir
 * Little Girl – Zafirah Boateng
 * Robot Santa – Paul Kasey
 * Shakespeare - Dean Lennox Kelly
 * Lilith - Christina Cole
 * Wiggins - Sam Marks
 * Doomfinger - Amanda Lawrence
 * Bloodtide - Linda Clark
 * Dick - Jalaal Hartley
 * Kempe - David Westhead
 * Dolly Bailey - Andrée Bernard
 * Lynley - Chris Larkin
 * Jailer - Stephen Marcus
 * Peter Streete - Matt King
 * Preacher - Robert Demeger
 * Queen Elizabeth - Angela Pleasence
 * Francine Jones - Adjoa Andoh
 * Kath McDonnell - Michelle Collins
 * Riley Vashtee - William Ash
 * Orin Scannell - Anthony Flanagan
 * Hal Korwin - Matthew Chambers
 * Dev Ashton - Gary Powell
 * Abi Lerner - Vinette Robinson
 * Erina Lessak - Rebecca Oldfield
 * Sinister Woman - Elize du Toit
 * Dr Ramsden - Nina Wadia
 * Barney Collins - Marcello Magni
 * Ice cream man - Perry Benson
 * Mrs Angelo - Annette Crosbie
 * Jeff - Tom Hopper
 * Mr Henderson - Arthur Cox
 * Mother - Olivia Coleman
 * Child 1 - Eden Monteath
 * Child 2 - Merin Monteath
 * Atraxi voice - David de Keyser
 * Prisoner Zero voice - William Wilde
 * As himself - Patrick Moore
 * Rosanna - Helen McCrory
 * Guido - Lucian Msamati
 * Isabella - Alisha Bailey
 * Francesco - Alex Price
 * Vampire girls - Gabriella Wilde, Hannah Steele, Elizabeth Croft, Sonila Vieshta, Gabriela Montaraz
 * Inspector - Michael Percival
 * Steward - Simon Gregor
 * Vincent - Tony Curran
 * Maurice - Nik Howden
 * Mother - Chrissie Cotterill
 * Waitress - Sarah Counsell
 * School children - Morgan Overton, Andrew Byrne
 * Craig - James Corden
 * Sophie - Daisy Haggard
 * Steven - Owen Donovan
 * Sean - Babatunde Aleshe
 * Michael - Jem Wall
 * Sandra - Karen Seacombe
 * Clubber - Kamara Bacchus
 * Aunt Sharon - Susan Vidler
 * Christine - Frances Ashman
 * Stone Dalek - Barnaby Edwards
 * Dave - William Pretsell
 * Mr Pond - Halcro Johnston
 * Tabetha - Karen Westwood
 * Dalek voice - Nicholas Briggs
 * Kazran/Elliot Sardick - Michael Gambon
 * Abigail - Katherine Jenkins
 * Young Kazran - Laurence Belcher
 * Adult Kazran - Danny Horn
 * Pilot - Leo Bill
 * Captain - Pooky Quesnel
 * Co-pilot - Micah Balfour
 * Old Benjamin - Steve North
 * Boy & Benjamin - Bailey Pepper
 * Servant - Tim Plester
 * Eric - Nick Malinowski
 * Isabella - Laura Rogers
 * Old Isabella - Meg Wynn-Owen
 * Lucy Hayward - Sarah Quintrell
 * Rita - Amara Karan
 * Howie Spragg - Dimitri Leonidas
 * Joe Buchanan - Daniel Pirrie
 * Gibbis - David Walliams
 * P.E. teacher - Dafydd Emyr
 * The Creature - Spencer Wilding
 * Rita's father - Rashid Karapiet
 * Amelia Pond - Caitlin Blackwood
 * Gorilla - Roger Ennals
 * Shona - Seroca Davis
 * Kelly - Holli Dempsey
 * George - Chris Obi
 * Val - Lynda Baron
 * Cyberman - Paul Kasey
 * Voice of the Cybermen - Nicholas Briggs
 * Madge Arwell - Claire Skinner
 * Cyril Arwell - Maurice Cole
 * Lily Arwell - Holly Earl
 * Reg Arwell - Alexander Armstrong
 * Co-pilot - Sam Stockman
 * Droxil - Bill Bailey
 * Ven-Garr - Paul Bazely
 * Billis - Arabella Weir
 * Wooden King - Spencer Wilding
 * Wooden Queen - Paul Kasey
 * Digby - Joseph Darcey-Alden
 * Francesca - Ellie Darcey-Alden
 * Alice - Liz White
 * Uncle Josh - Jim Conway
 * Walter - Cameron Strefford
 * Walter's Mother - Annabelle Dowler
 * Bob Chilcott - Ben Addis
 * Clara's Friend - Sophie Miller-Sheen
 * Lead Workman - Daniel Hyde
 * Voice of the Great Intelligence - Ian McKellen
 * Voice of the Ice Governess - Juliet Cadzow
 * Captain Zhukov – Liam Cunningham
 * Professor Grisenko – David Warner
 * Lieutenant Stepashin – Tobias Menzies
 * Piotr – Josh O'Connor
 * Onegin – James Norton
 * Belevich – Charlie Anson
 * Skaldak – Spencer Wilding
 * Voice of Skaldak – Nicholas Briggs
 * Tasha Lem - Orla Brady
 * Dad - James Buller
 * Linda - Elizabeth Rider
 * Gran - Sheila Reid
 * Colonel Albero - Mark Anthony Brighton
 * Abramal - Rob Jarvis
 * Marta - Tessa Peake-Jones
 * Barnable - Jack Hollington
 * Colonel Meme - Sonita Henry
 * Voice of Handles - Kayvan Novak
 * Young Man - Tom Gibbons
 * Voice - Ken Bones
 * Cyberman - Aidan Cook
 * Voice of the Daleks & Cybermen - Nicholas Briggs
 * Dalek 1 - Barnaby Edwards
 * Dalek 2 - Nicholas Pegg
 * Silent - Ross Mullan
 * Half-Face Man - Peter Ferdinando
 * Inspector Gregson - Paul Hickey
 * Alf - Tony Way
 * Elsie - Maggie Service
 * Cabbie - Mark Kempner
 * Barney - Brian Miller
 * Waiter - Graham Duff
 * Courtney - Ellis George
 * Policeman - Peter Hannah
 * Footman - Paul Kasey
 * Robin Hood - Tom Riley
 * Quayle - Roger Ashton-Griffiths
 * Quayle's Ward - Sabrina Bartlett
 * The Sheriff of Nottingham - Ben Miller
 * Alan-a-Dale - Ian Hallard
 * Friar Tuck - Trevor Cooper
 * Little John - Rusty Goffe
 * Will Scarlett - Joseph Kennedy
 * Walter - Adam Jones
 * Herald - David Benson
 * Guard - David Langham
 * Knight - Tim Baggaley
 * Voice of the Knights - Richard Elfyn
 * Danny - Samuel Anderson
 * Ian - Dan Starkey
 * Wolf - Nathan McMullen
 * Shona - Faye Marsay
 * Ashley - Natalie Gumede
 * Bellows - Maureen Beattie
 * Professor Albert - Michael Troughton
 * The President - Donald Sumpter
 * The General - Ken Bones
 * Ashildr - Maisie Williams
 * Female General - T'Nia Miller
 * Gastron - Malachi Kirby
 * Ohila - Clare Higgins
 * The Woman - Linda Broughton
 * Man - Martin T. Sherman
 * Wraiths - Jami Reid-Quarrell, Nick Ash, Ross Mullen
 * King Hydroflax - Greg Davies
 * Ramone - Phillip Rhys
 * Flemming - Rowan Polonski
 * Scratch - Robert Curtis
 * Concierge - Anthony Cozens
 * Alphonse - Chris Lew Kum Hoi
 * Receptionist - Nicolle Smartt
 * King Hydroflax's Body - Liam Cook
 * Voice of Hydroflax - Nonso Anozie
 * Grant - Justin Chatwin
 * The Ghost - Justin Chatwin
 * Lucy - Charity Wakefield
 * Mr Brock - Tomiwa Edun
 * Dr Sim - Aleksandar Jovanovic
 * Young Grant - Logan Hoffman
 * Teen Grant - Daniel Lorente
 * Reporter - Sandra Teles
 * Operator - Tanroh Ishida
 * Soldier - Vaughn Johseph
 * Helen Clay - Nikki Amuka-Bird
 * German Soldier - Toby Whithouse
 * Yaz - Mandip Gill
 * The Master - Sacha Dhawan
 * Dan - John Bishop
 * Ace - Sophie Aldred
 * Tegan Jovanka - Janet Fielding
 * Kate Stewart - Jemma Redgrave
 * Vinder - Jacob Anderson
 * Graham - Bradley Walsh
 * Ashad - Patrick O'Kane
 * Deputy Marshal Arnhost - Joe Sims
 * Train Marshal Halaz - Sanchia McCormack
 * Curator - Danielle Bjelic
 * Alexandra - Anna Andresen
 * Nicholas - Richard Dempsey
 * Messenger - Jos Slovick
 * Voice of the Daleks & Cybermen - Nicholas Briggs
 * Dalek Operators - Barnaby Edwards, Nicholas Pegg
 * Cybermen - Simon Carew, Jon Davey, Chester Durrant, Mickey Lewis, Felix Young, Richard Price, Andrew Cross, Matthew Doman
 * Melanie Bush - Bonnie Langford
 * Jo Jones - Katy Manning
 * Ian Chesterton - William Russell

The Tenth Planet

 * The Doctor - David Bradley
 * Polly - Lily Travers
 * Ben - Jared Garfield


 * And Introducing David Tennant as The Doctor


 * Special Guest Star Ncuti Gatwa as The Doctor

Uncredited cast

 * Adult Dummies - Catherine Capelin, Michael Humpries, Jasom Jones (also credited elsewhere in same publication as Jason Jones), Saul Murphy, Paul Newbolt, Catrin O'Neil, Sean Palmer
 * Dummies - Elen Thomas, J. P. Kingdom, M Couchman, Alan Wadlan, Steph Grant, Glyn Page, Louise Vincent, David Matthews
 * Hand double for Doctor Who - Phil Jay
 * Plastic Arm Strangler - Rod Woodruff
 * Stunt double for Doctor Who - Will Willoughby
 * Blonde Mother - Melanie Mort
 * Blonde Child - Daisy Sydenham
 * Neighbour - Alun Jenkins
 * Stunt Double for Mickey - Maurice Lee, Will Willoughby
 * Diners - Linda Davies, Ceri Jones, Jacqueline Morris, Andy Jackson, Ian Jennings, Angela Silcocks, Helena Dunn, Creighton Hanney, Lyndon Ward, Wendy Ward, Russell Cook, Leighton Haberfield, Nicholas Wade
 * Headless Mickey - Kevin Hudson, Chris Stone
 * Stunt Dummy - Holly Lumsden, Paul Kulik
 * Stunt Public - Holly Lumsden, Paul Kulik
 * Stunt Bride - Holly Lumsden
 * Stunt Driver - Paul Kulik
 * Stunt double for Rose Tyler - Juliette Cheveley
 * Stunt doubles for Lair Dummies - Maurice Lee, Ricard Dwyer
 * ADR - Paul Sparrowman, Paula Keogh, Daryl Adcock, Nicholas Lupton, Wendi Sheard, Jane Hunt, Jenny Pink, Stephen Bracken-Keogh
 * DJ - Mark Haste
 * Iris Bennett - Sandra Scott
 * Dr Henry Black - Bill Nighy
 * Goalkeeper, Call centre worker - Jon Davey
 * Avatar (voice) - Ben Peyton
 * Wooden Cyberman - Daz Parker
 * Papal Mainframe Clerics - Darren Swain, Victoria Tomas, Andrew Cross, Chester Durrant, Peter Guiney, Marcus Jones, Richard Knott, Nick Dunwell, Michael Freeman, Marc Llewellyn-Thompson, Justin Beaver, Yvonne Gordon, Barbara Fadden, Ryan Courtney, Julian Blanch, Marcus Elliott

Cultural references from the real world

 * Rory calls Francesco "Spongebob" after the titular character of SpongeBob SquarePants.

The Doctor

 * The Doctor gives Amy a boiled sweet.

Individuals

 * "" orders the destruction of the web star.
 * Lance says that Donna talked excitedly about "Brad and Angelina", "Is Posh pregnant?", X Factor, the Atkins diet and feng shui.
 * Connie decorated the tree.
 * Lance's parents are Iris and Stan Bennett.
 * Donna thinks Nerys is behind her suddenly appearing in the TARDIS.
 * On her first day of school, Donna was sent home for biting.
 * When trying to hail a taxi, passersby assume Donna is either drunk or in drag.
 * Lance is the head of HR.


 * The Doctor compares the vampires to Harry Houdini.
 * The Doctor mentions Attila the Hun.
 * The Doctor mentions Casanova, and that he owes him a chicken as part of a bet.


 * Craig's former roommate, Mark, moved out because he received an inheritance from an uncle that previously he'd never heard of.
 * After the Doctor "shares" his knowledge with Craig, he sees brief flashes of the Doctor's first, second, third, fourth, eighth, ninth and tenth incarnations; Cybermen, Rose Tyler, an Ood, a Racnoss, and a Weeping Angel.
 * The Doctor gets information from a cat.
 * The Doctor sings "La donna è mobile" in the shower.
 * Sophie has to sort out Clare.


 * Jack Harkness' vortex manipulator was stored in the Black Archive of UNIT after one of his recent deaths. It later ended up in the possession of the Eleventh Doctor and Clara Oswald.
 * The two boards containing photos of Clara's last visit to the Black Archive also showcase photos of previous associates of the Doctor: Susan Foreman, Captain Mike Yates alongside Sara Kingdom, Polly Wright, Dodo Chaplet, Zoe Heriot, Harry Sullivan alongside Sergeant Benton and Sarah Jane Smith, K-9 Mark III, Barbara Wright, Ian Chesterton, Ben Jackson, Jamie McCrimmon, Zoe Heriot alongside the Brigadier, Sergeant Benton alongside Leela, Vicki Pallister, Victoria Waterfield, Jo Grant alongside Sergeant Benton, Liz Shaw alongside the Brigadier, Romana II, Steven Taylor, Katarina, Romana I, Tegan Jovanka alongside Nyssa, Grace Holloway, Donna Noble, Amy Pond alongside Kate Stewart, Clara Oswald alongside Kate Stewart, Adric, Alistair Gordon Lethbridge-Stewart, Kamelion, UNIT Captain Erisa Magambo alongside Rose Tyler, Wilfred Mott, Peri Brown, Brigadier Winifred Bambera alongside Ace, Martha Jones, Mickey Smith, Adam Mitchell, Lieutenant General Sanchez alongside Sarah Jane Smith, Rory Williams, Vislor Turlough, Melanie Bush, Jack Harkness, Craig Owens, and Kate Stewart alongside River Song.
 * Kate's mobile phone has the TARDIS dematerialisation sound set as her ringtone when the Doctor calls.
 * Clara is now a teacher at Coal Hill School, and she quotes Marcus Aurelius to her class.
 * A bust of Albert Einstein can be seen in front of the Cyberman painting in the Under Gallery.
 * Kate calls someone named Malcolm twice. Presumably, this is Malcolm Taylor.

Species

 * The Saturnyns were driven from their world by the Cracks and by what Rosanna referred to as "the Silence".

Technology

 * Rosanna Calvierri uses a perception filter.

Story notes

 * As were earlier episodes Partners in Crime and The Fires of Pompeii, this episode is five minutes longer than the usual format, making it a fifty-minute-long episode.
 * A ninety-second clip from this episode was aired during Matt Smith's appearance on Friday Night with Jonathan Ross on 26 March 2010.
 * Working titles for this episode included Blood and Water and The House of Calvierri. Mark Gatiss suggested the final title, inspired by the song "Werewolves in London" by Warren Zevon.
 * In the Series 5 preview, one of the vampires leaps for Rory, without any change. In the actual episode, he changes to his alien form. Differences like this have happened many times from trailer to episode.
 * The name of the species, Saturnyns, isn't spoken in the episode, though the planet Saturnyne is mentioned three times.
 * The Doctor mentions Casanova and having a bet with him. David Tennant had previously played Casanova in a television series written by Russell T Davies. Helen McCrory played Casanova's mother in a 2005 film.
 * This is the first Doctor Who episode that, instead of having the last scene cut to the closing titles, has the closing titles 'merge' with the scene. In this case, the camera zooms into the TARDIS keyhole, and, through it, the Time Vortex is visible. In the DVD version, the closing titles begin playing at this point; in the original broadcast, it led into the "next time" preview for the following episode.
 * This episode is notable for being filmed in Croatia, and is, therefore, the first episode of a Doctor Who universe show to be filmed in a formerly Communist country.
 * The Vampires of Venice has similarities to School Reunion, also written by Toby Whithouse:
 * The pre-titles sequence involves a scene of a young girl being attacked by an alien and is followed by a scene in which the Doctor appears during a common activity and says something rather ordinary.
 * The companion's boyfriend joins in for the adventure and becomes part of the TARDIS crew for the following episodes.
 * Both episodes feature scenes where two of the main characters discuss the Doctor's effect on relationships.
 * The alien species in both episodes can transform into humans.
 * The leader of the alien race in both episodes proposes an alliance with the Doctor.
 * A minor character disposes of most of the aliens by causing an explosion.
 * The alien's plan is thwarted by a simple flick of a switch.
 * Both groups of aliens exhibited traits of vampire mythology.
 * This episode aired on the same day as the K9 episode The Last Oak Tree was first broadcast on Disney XD in Britain. It also aired on the same day that Fear Itself was first broadcast on Network Ten in Australia.
 * At 36:23 when Calvierri is watching the sky, the statue next to her resembles Prisoner Zero.
 * The Doctor's library card, which he shows to the vampires, has a picture of his first incarnation on it. The Doctor's name is given on it as "Dr. J. Smith", showing that he used it before Jamie McCrimmon did in The Wheel in Space, and the address is 76 Totter's Lane in Shoreditch, London.
 * Toby Whithouse wanted to emphasise the amount of danger the Doctor puts people in, which is pointed out by Rory in the episode. He believed that the companions over time developed the same mentality as the Doctor in running towards the danger, and so Rory was a great opportunity to question that.
 * Helen McCrory's costume was designed to be similar to her alien creature to make the transition smooth. McCrory was coached to move like a fish, which she pursued diligently.
 * Each pair of teeth for the vampires was unique and moulded to their mouths. They were hard to speak with and Alex Price's lines were re-voiced, though he commented he got "quite good" at speaking with them.
 * In the original script, a big monster rose out of the water in Isabella's death scene, but this would have been too expensive and Steven Moffat was forced to ask Toby Whithouse to make it "invisible".
 * It was Steven Moffat's idea for Guido to trade clothes with Rory. Toby Whithouse was against as he thought Guido was a "tragic character", but he eventually thought the sight of the character in Rory's stag party T-shirt was funny.
 * The script was originally too long, and as a result many sequences had to be cut, some even after they had been filmed. These included a fight scene with the Doctor and Rosanna's steward, a longer fight sequence between Rory and Francesco, and some dialogue between the Doctor and Amy following the climax.
 * Many of the costumes in the episode were taken from artwork from the 15th and 16th centuries. This included veils that women wore, which were used for the vampire girls.
 * The chamber in which the girls were taken to be turned into the Saturnynians was bathed in a green light to suggest alien technology and also ease the brief glimpse of Rosanna's true form. Cinematographer Tony Slater Ling accomplished this despite the low ceilings. Parts of this scene were cut due to censorship issues for being "too scary".
 * Isabella's scream at the end of the opening scene originally went into the title sequence. However, Jonny Campbell thought that the next two scenes had "soft endings" that would not work well right after each other. As a result, the title sequence was moved to after the scene of the Doctor crashing Rory's stag party, which Toby Whithouse described as a "fun scene" and a unique opening to the titles.
 * When discussing the script with Toby Whithouse, Helen McCrory thought that she should hurt Amy at some point and it was added that she bites Amy while she is in the chamber.
 * Steven Moffat chose Toby Whithouse to write this episode based on his work on Being Human.
 * Several aspects of the episode had to be compromised due to budget constraints. The true form of the aliens could only be shown for a few seconds each as it was very expensive to do, and these shots were spread throughout the episode.
 * Toby Whithouse wanted a "comic thread" to "dilute" the plot and character developments. He also noted that it was difficult to capture Guido's "tragic" character in the running time.
 * In the original script, Amy and Rory cornered Francesco after suspecting him of killing a villager and Francesco climbed up the wall. Toby Whithouse thought this would be a relatively easy stunt, but was told it would be too hard to accomplish and Whithouse revised it to when Francesco simply runs away.
 * The flower vendor was originally named Bianca.
 * Helen McCrory and Alex Price play mother and son as Rosanna and Francesco. They also indirectly played another mother/son duo in the Harry Potter universe. In the films, McCrory played Narcissa Malfoy, and in the sequel based play Harry Potter and the Cursed Child, Price plays Draco Malfoy, son of Narcissa.

Ratings

 * 6.2 million (UK overnight)
 * 7.69 million (UK final)

Filming locations

 * Croatia was used as the primary location for the setting of this episode. It is the third episode of the revived series after TV: The Fires of Pompeii and Planet of the Dead to include major filming outside the UK.
 * Some filming took place in Caerphilly Castle and Castell Coch.
 * Scenes featuring the Doctor, Amy and Rory were filmed at Llancaiach Fawr.

Production errors

 * When the Doctor begins climbing a pillar on top of the bell tower, we can see the white sky in the central arch. Two other arches in the very same shot picture proper dark CG sky. Minor appearances of the white sky in other shots also occur.
 * At the end of the credits, the official BBC Doctor Who website URL was not shown, unlike every other episode aired before did.

Continuity

 * The Doctor had previously encountered the Racnoss Empress when his fifth incarnation stumbled upon her conflict with the Time Lords. (AUDIO: Empire of the Racnoss)
 * The tribophysical waveform macro-kinetic extrapolator is still integrated with the TARDIS systems. (TV: Boom Town, The Parting of the Ways)
 * The Doctor first called the Robot Santas "pilot fish" when they appeared before the Sycorax Invasion. (TV: The Christmas Invasion)
 * later referred to these events. (TV: The Sound of Drums)
 * When the Doctor is standing waiting for the cash machine, the shop Henrik's is nearby. Rose Tyler worked there when she met the Doctor. A sign for Henrik's is also on the taxi that the Roboform used to kidnap Donna. (TV: Rose)
 * In a parallel world where Donna was not with the Doctor for these events, the Doctor would have died without regenerating after stopping the Empress of the Racnoss. (TV: Turn Left)
 * The upstairs section of the bar where Donna had planned her wedding reception has a Manchester Suite, as did Platform One. (TV: The End of the World)
 * Donna says, "St. Mary's, Haven Road, Chiswick, London, England, Earth, The Solar System!" When they entered Pete's World, Mickey Smith said, "London, England, Earth". (TV: Rise of the Cybermen) When the Tenth Doctor first came out of the TARDIS on the Powell Estate he said, "London, Earth, the Solar System!" (TV: The Christmas Invasion)
 * The Doctor remembers Rose Tyler in a moment from their time on New Earth. Rose's purple top, which Donna finds in the TARDIS, is the same one she wore during that adventure. (TV: New Earth)
 * The Doctor says that his pockets are "bigger on the inside." As did his fourth (TV: Genesis of the Daleks) and seventh incarnations. (PROSE: Cat's Cradle: Time's Crucible)
 * The TARDIS starts to dematerialise, before taking off vertically into the sky. (TV: Fury from the Deep)
 * Donna puzzles over the fact that there's a secret base hidden right under a famous London Landmark. This prompts the Doctor into saying in a sarcastic tone, "I know. Unheard of." The Doctor previously dealt with an underground base that housed the Nestene Consciousness hidden under the London Eye, (TV: Rose) while Torchwood has another base in Canary Wharf (TV: Army of Ghosts / Doomsday) and UNIT has one at the Tower of London. (TV: The Christmas Invasion, The Power of Three, The Day of the Doctor)
 * Rosemary Kizlet's company would later be shown to be based at the Shard. (TV: The Bells of Saint John) The 3W Institute was inside St Paul's Cathedral. (TV: Dark Water / Death in Heaven) On a parallel Earth, Battersea Power Station was shown to be a Cyberman factory. (TV: The Age of Steel)
 * Donna wears the same wedding dress once again in her virtual life inside the data core of the Library. (TV: Forest of the Dead)
 * The Doctor is surprised that Donna doesn't remember Earth's recent encounters with the Sycorax (TV: The Christmas Invasion) and the Cybermen and Daleks in the Battle of Canary Wharf. (TV: Army of Ghosts / Doomsday)
 * The Doctor attended Donna's next two weddings. (AUDIO: Death and the Queen; TV: The End of Time)
 * The Sixth Doctor previously spent Christmas 2007 with Evelyn Smythe and the Cracker family. (PROSE: The Crackers)


 * The Slitheen scheme is also what the Dominators were intending to do to the planet Dulkis when the Second Doctor encountered them. (TV: The Dominators)
 * The fact that the UN is the caretaker for the codes to launch a nuclear strike hearkens back to when the UK was the guardian of the "destructor codes" that could launch the world's nuclear arsenals. (TV: Robot)
 * 10 Downing Street is also destroyed in AUDIO: The Longest Night.
 * Rose's mobile phone is able to pick up a signal through the sealed walls of the Cabinet Room and receive calls from the TARDIS. The Doctor previously upgraded it on Platform One so she could call her mother from five billion years in the future. (TV: The End of the World)
 * Although "World War Three" is averted by the Doctor's plan, a World War III may be presumed to occur at some point, since the Doctor has referred to World War V (TV: The Unquiet Dead) and the almost-starting of World War VI. (TV: The Talons of Weng-Chiang)
 * The Slitheen family later return to Earth multiple times. (PROSE: The Monsters Inside, TV: Revenge of the Slitheen, The Lost Boy, The Gift)
 * The Slitheen posing as Margaret Blaine managed to teleport out before Downing Street was destroyed, and is left stranded on Earth. (TV: Boom Town)
 * Harriet Jones does indeed become Prime Minister (TV: The Christmas Invasion), and is then deposed by the Doctor in his next incarnation. (TV: The Stolen Earth)
 * The Doctor tempts Rose to return to the TARDIS by vividly describing a plasma storm in the Horsehead Nebula. This echoes the method by which the Third Doctor initially convinced Sarah Jane Smith to travel with him again. (TV: Invasion of the Dinosaurs) The Tenth Doctor would later unsuccessfully attempt a similar thing with Martha Jones (TV: Last of the Time Lord) and needlessly do so with Donna Noble. (TV: The Sontaran Stratagem)
 * The Doctor asks Mickey to erase his presence from the Internet. A year later, a "Bad Wolf" virus has deleted all mention of Rose Tyler. (TV: Love & Monsters)
 * The Doctor offers Mickey a chance to travel with him, which he declines; Mickey later invites himself to travel with the Doctor and Rose, and is encouraged to do so by Sarah Jane Smith. (TV: School Reunion)
 * A group of soldiers aimed their guns at the Doctor in the previous episode. (TV: Aliens of London)
 * The Doctor takes a sip of wine, then spits it out. His eleventh incarnation will later do this on several occasions. (TV: The Lodger, The Impossible Astronaut)
 * The Doctor has caught the child who spray-painted "BAD WOLF" on the side of his TARDIS, and as punishment, he puts the mischief-maker in line and has him scrub it off. (TV: Aliens of London)
 * The Doctor's UNIT password has been "Buffalo" since at least his sixth incarnation. (AUDIO: Vampire of the Mind)
 * Jackie says that Rose and the Doctor should be knighted for saving the planet. They're later knighted by Queen Victoria for their actions in TV: Tooth and Claw, though the Doctor is in his next incarnation at that point.
 * Though it takes the Doctor time to recall the Slitheen's planet of origin, he was familiar with Raxacoricofallapatorius as early as his second incarnation, who fought a Hanazeen-Blathereen. (PROSE: A Comedy of Terrors)
 * The Doctor once again makes note of humanity's capacity for self-deception. (TV: Remembrance of the Daleks)


 * One of the buses that passed Rose on her way to work matches the appearance of the Celestial Omnibus. (PROSE: Iris Wildthyme and the Polythene Terror)
 * The Doctor introduces himself to Rose in almost the same way he did to Charley Pollard. (AUDIO: Storm Warning)
 * People similar to Clive who are obsessed with the Doctor were depicted in PROSE: Return of the Living Dad.
 * The Doctor once again speed reads a book in a matter of seconds. (TV: City of Death, The Time of Angels, AUDIO: Invaders from Mars)
 * The Doctor once again tries his hand at card tricks. (TV: Robot)
 * Rose returns to London in TV: Aliens of London.
 * The Auton invasion is referenced in TV: Love & Monsters.
 * Rose tells the Doctor she had a cat. (PROSE: The Cat Came Back)
 * The Nestene Consciousness survived (PROSE: Revenge of the Nestene) and attempts another invasion of Earth fighting the Doctor's next incarnation. (PROSE: Autonomy)
 * Unbeknownst to Rose, this is not the first time that she met the Doctor. She previously encountered the Tenth Doctor on 1 January 2005, immediately before his regeneration into his eleventh incarnation. (TV: The End of Time)
 * The Doctor once again claims that the TARDIS withstood an attack from the assembled hordes of Genghis Khan. (AUDIO: City of Spires) This assertion is heard by the Eleventh Doctor when a time rift of the past leaks into the TARDIS. (TV: Journey to the Centre of the TARDIS)
 * The Doctor's ability to sense the movement of the Earth is similar to his previous ability to sense the movement of a space station in PROSE: The Murder Game, and feel the effects of a drill twenty-one thousand kilometres beneath the ground in TV: The Hungry Earth . Similarly, in his eleventh incarnation, he was keenly aware of the suspicious lack of engine vibrations onboard the Starship UK. (TV: The Beast Below) The Twelfth Doctor was also able to deduce that the gravity of what appeared to be a spaceship was too realistic, and that it was actually a building on an invisible planet, which turned out to be Skaro. (TV: The Magician's Apprentice)
 * The Ninth Doctor had at least one adventure without Rose before returning and telling her the TARDIS can travel in time. (PROSE: The Beast of Babylon)
 * The Doctor, upon looking at his reflection in a mirror, remarks that his ears are quite large. This betrays the wishes of his predecessor, who wanted ears which were less conspicuous upon regenerating. (TV: The Day of the Doctor) This also reflects the reaction the Fourth Doctor had to his reflection, who was quite uncertain about his ears. (TV: Robot)
 * This is quite possibly the first time he's seen himself in the mirror, as he destroyed every mirror in the TARDIS immediately after his regeneration. (PROSE: The Day of the Doctor)
 * Clive tells Rose about how the Ninth Doctor convinced the Daniels family not to go on the Titanic. (AUDIO: Battle Scars) He also shows her a charcoal drawing of the Ninth Doctor at Krakatoa in 1883. (AUDIO: Her Own Bootstraps)
 * The Lord Mayor of Cardiff Roy Llewellyn was believed to have been among the people killed during the Auton attack, which had spread to at least Cardiff. In reality, he was murdered by Barry Jackson as part of his scheme to become Lord Mayor, who covered his death up amongst the casualties of the invasion (AUDIO: One Rule) which was subsequently explained away as a terrorist attack just as the first Nestene invasion in the 1970s was given the cover story of Black Thursday. (PROSE: Who Killed Kennedy, TV: Spearhead from Space) Having become the new Lord Mayor after eliminating the rest of the candidates, Barry Jackson would eventually be succeeded by Blon Fel-Fotch Passameer-Day Slitheen, posing as Margaret Blaine. (TV: Boom Town)
 * Rose questions whether the Autons were actually students playing a practical joke. When the TARDIS landed at Gatwick Airport in 1966, the report about it doing so was also believed to have been something done by students. (TV: The Faceless Ones)


 * Rose asks why all of the aliens seem to speak English, as did previous companion Sarah Jane Smith. (TV: The Masque of Mandragora) Donna Noble later also asked the Doctor about this, and then tried speaking in Latin to a Roman. (TV: The Fires of Pompeii) Clara Oswald was surprised to find herself speaking and understanding Russian (TV: Cold War) and Bill Potts did the same with Latin. (TV: The Eaters of Light)
 * The Doctor implies to Jabe that he was on the RMS Titanic. The Sixth Doctor had been on board a version of the Titanic (and the Titan, another "unsinkable" ship). (AUDIO: The Wreck of the Titan) The Fourth Doctor also referenced the sinking. (TV: Robot, The Invasion of Time)
 * Cassandra encounters the Doctor and Rose again in TV: New Earth.
 * The Doctor visits the Earth's end with Clara Oswald when trying to uncover the mystery of The Caliburn Ghast (TV: Hide)
 * The Doctor meets the Face of Boe again twice in his tenth incarnation. (TV: New Earth, Gridlock) He later speculates that the Face of Boe may be the future form of Jack Harkness. (TV: Last of the Time Lords)
 * The Doctor witnessed Earth's end when the planet was trailing smoke as it headed towards the Sun at during the 57th segment of Time, approximately 10,000,000 years into the future. The last humans left on Earth had evacuated the planet because of the increasing danger that it would fall into the Sun, fleeing to planets such as Refusis II (TV: The Ark) and Frontios. (TV: Frontios) Cassandra alludes to this, noting "they say mankind has touched every star in the sky."
 * The Doctor upgrades Rose's phone into the Superphone. He later does this for Martha Jones (TV: 42) and Donna Noble. (TV: The Poison Sky)
 * The Doctor uses psychic paper. His second incarnation briefly used it during his time as an agent of the Celestial Intervention Agency; (PROSE: World Game) the Eighth Doctor carried it on a few occasions; (AUDIO: The Turn of the Screw, The Starship of Theseus) and the War Doctor used it in the Last Great Time War. (AUDIO: Legion of the Lost)
 * Just as with Rose, Peri Brown's first TARDIS trip was to a space station — deliberately chosen by the Fifth Doctor so Peri could easily see lots of different alien races and get a taste of what travelling in the TARDIS was like. (PROSE: The Ultimate Treasure)
 * The First Doctor previously met intelligent vegetation in AUDIO: Here There Be Monsters.
 * The Doctor tells Rose he came first in jiggery-pokery. In PROSE: Generation Gap, the Third Doctor mentioned having "some experience" in jiggery-pokery.
 * Jabe would be among those remembered when Davros asked the Doctor: "How many have died in your name? (TV: Journey's End)
 * The Third Doctor previously took Sarah Jane to watch a dying planet. According to another account, it was the Fourth Doctor and Joan Brown. (COMIC: Doomcloud)


 * The Doctor tells Rory that Amy kissed him. (TV: Flesh and Stone)
 * The Doctor describes the TARDIS as being another dimension. (COMIC: The Secrets of the Tardis)
 * The Fourth Doctor previously encountered vampires of a more traditional kind in TV: State of Decay.
 * The Seventh Doctor encountered vampiric life forms known as "Haemovores", which also happened to reside in water, in TV: The Curse of Fenric.
 * The Tenth Doctor encountered a blood-drinking alien called a Plasmavore in TV: Smith and Jones.
 * The Doctor mentions how a life of time travel can make it difficult to readjust to a normal existence. Sarah Jane Smith told him much the same thing in TV: School Reunion.
 * The First Doctor, Steven Taylor and Vicki previously visited Venice in 1609, (PROSE: The Empire of Glass) as did the Eighth Doctor and Charley Pollard in 2294. (AUDIO: The Stones of Venice)
 * Amy describes her time with the Doctor as involving "lots of running"; the Tenth Doctor also described his life in the same way to Jenny. (TV: The Doctor's Daughter)
 * When Rosanna commits suicide, she asks the Doctor if he can carry another dead race on his conscience, and to remember her, much as Davros did when he died. (TV: Journey's End)
 * TV: Meanwhile in the TARDIS and PROSE: Rory's Stag leads directly into this episode.
 * The Doctor mentions Attila the Hun. The Eighth Doctor made a reference in the form of a joke to Charley Pollard and C'rizz in AUDIO: Memory Lane and the Thirteenth Doctor would later meet the Hunnic leader in 5th century Gaul in PROSE: Combat Magicks.


 * Amy says, "Don't be late, Doctor, just this once." (TV: The Eleventh Hour)
 * The Doctor sends a message to Amy saying, "Come Along Pond." (TV: Victory of the Daleks, The Big Bang)
 * The Doctor attempts and fails to perform card tricks. (TV: Robot, Rose)
 * The Doctor produces a photograph of himself and Father Christmas with Albert Einstein at Frank Sinatra's hunting lodge. It was previously suggested that the Doctor and Einstein were friends. (TV: Time and the Rani) This is later proven when the Doctor and Einstein are together on the TARDIS. (TV: Death Is the Only Answer)
 * While in the honeymoon suite, Amy wears her policewoman kissogram garb, (TV: The Eleventh Hour) and Rory wears a Roman Centurion's outfit, just like the one worn by his Auton self, and previously by his real self (as seen in a photograph in Amy's house), or this was the Christmas event that the photograph was of. (TV: The Pandorica Opens)
 * Once again, the Doctor replaces somebody who unexpectedly wins the lottery, despite the fact that that person would not normally play it. (TV: School Reunion)
 * The Doctor once again wears a fez, (TV: The Big Bang) but this time he's actually going to Egypt.
 * During one of his visits to Abigail, the Doctor and Kazran wear long scarves similar to the one worn by the Doctor's fourth incarnation. (TV: Robot, et al.) During this Christmas, Abigail's timer shows "004."
 * The Doctor has previously observed and attempted to use devices with isomorphic controls to no avail, a notable example being the Master's laser screwdriver. (TV: Last of the Time Lords) The Doctor has also previously stated (apparently falsely) that the TARDIS has isomorphic controls. (TV: Pyramids of Mars)
 * Abigail says she cannot enter her home, before seconds later seeing the Doctor within - closely resembling the Doctor telling Amy not to interfere before she sees him on the TARDIS monitor doing so. (TV: The Beast Below)
 * The Captain claims that "Christmas is cancelled!" (TV: The End of Time)
 * The Doctor once again says, "Geronimo!" (TV: The End of Time, The Beast Below, The Big Bang)
 * The Doctor gets himself into a problematic marital situation with Marilyn Monroe. He previously had a failed marriage with Queen Elizabeth I (TV: The Shakespeare Code, The End of Time) and he has stated that he is "rubbish at weddings... especially my own." (TV: Blink)
 * The Doctor, when speaking to Kazran, said, "900 years of time and space, I've never met anyone who wasn't important". He said something along the same lines to Craig Owens when Craig was sick. (TV: The Lodger) This is also similar to his lines while talking to another bride and groom (TV: Father's Day) and later while examining stone dust. (TV: The Day of the Doctor)
 * The Doctor previously mentioned having seen fish that fly. (TV: Marco Polo)
 * The Doctor gives Sardick a choice: help those people on the starliner or face the consequences. When he refuses the Doctor says, "Whatever happens here tonight, remember: You brought this on yourself." The Tenth Doctor told the Empress of the Racnoss much the same thing when he offered her a choice to either leave or face the consequences. (TV: The Runaway Bride)
 * The psychic paper has failed before. (TV: Army of Ghosts, The Shakespeare Code, The Vampires of Venice)
 * This episode marks the fifth time the Doctor's sonic screwdriver has been destroyed. (TV: The Visitation, Smith and Jones, The Eleventh Hour, COMIC: The Flood) The device would later suffer heavy damage for a sixth time. (TV: Oxygen)
 * The Byzantium was also identified as a Galaxy Class ship. (TV: The Time of Angels)
 * At the party where he ended up engaged to Marilyn Monroe, he met up with John F. Kennedy. (PROSE: Shroud of Sorrow)
 * The Eleventh Doctor claimed to accidentally become engaged to Marilyn Monroe. The First Doctor also accidentally became engaged, to Cameca. (TV: The Aztecs)
 * During his travels with the Doctor as a young man, Kazran met Winston Churchill and the two of them became stranded in Britain in 55 BC during Julius Caesar's invasion. (AUDIO: Living History)
 * During his seventh incarnation, the Doctor previously sang another duet with Sinatra, though much less successfully on that occasion. Melanie Bush noted that the two of them and Ace were lucky to escape with their lives since Sinatra was less accommodating than the Doctor had hoped. (AUDIO: Maker of Demons)


 * The Doctor suggests to Clara that they are inside a miniscope upon encountering Robin Hood and his Merry Men in Sherwood Forest. (TV: Carnival of Monsters)
 * This is not the first time that the Doctor has encountered a spaceship disguised as a castle. (TV: State of Decay)
 * The spaceship was headed for the destination of "the Promised Land" before it crashed. The Half-Face Man also claimed that he was trying to reach the Promised Land. (TV: Deep Breath)
 * The Doctor previously encountered a ship that needed gold to repair the engines; in his fifth incarnation he met Djinni, who used the gold the Black Guardian hoarded from the Caliph and compressed it to make a warp manifold, the fifth segment to the Key to Time. (AUDIO: The Destroyer of Delights) The TARDIS also required gold for repairs once. (PROSE: The Nameless City)
 * Once again the Doctor likens a foolish person's thought processes to pudding. (TV: Deep Breath)
 * As he had claimed in his sixth body, the Doctor boasts of having learned swordfighting from Richard the Lionheart and Cyrano de Bergerac; he here adds Errol Flynn to the list. (AUDIO: Leviathan)
 * King Richard the Lionheart and his brother Prince John of England are mentioned. Meanwhile, in 1190, King Richard is fighting the Crusades, where he met the First Doctor. (TV: The Crusade) The Fifth Doctor would meet the android Kamelion masquerading as the then King John in 1215. (TV: The King's Demons)
 * The Twelfth Doctor and Robin Hood escape the cell by feigning a possession in the same way as Ben and Polly once did. (TV: The Smugglers)
 * An arrow fired by Lady Peinforte hit the Seventh Doctor's TARDIS in Windsor in 1988, (TV: Silver Nemesis) and the Tenth Doctor had an arrow hit his TARDIS in London in 1599. (TV: The Shakespeare Code) However, the TARDIS shell immediately repairs itself upon removal of the arrow, unlike other times when an arrow tip left a lingering hole in the TARDIS shell where it punctured. (TV: Evolution of the Daleks)
 * The Twelfth Doctor is still writing obscure calculations with chalk, (TV: Deep Breath) on the TARDIS blackboard. (TV: Into the Dalek)
 * Having previously been identified as being from Lancashire, (TV: Journey to the Centre of the TARDIS) Clara implies to the Sheriff that she is from the town of Blackpool, a town she previously mentioned. (TV: The Rings of Akhaten)
 * This is the second time the Doctor has an adventure which is almost entirely a dream. (TV: Amy's Choice)
 * Shona and Santa both liken the Doctor to a magician because of his appearance. He previously noted this about himself, (TV: Time Heist) as did Clara. (TV: The Caretaker)
 * Both Clara and the Doctor reveal to each other that they previously lied to each other on their last meeting to stop the other from worrying: Clara lets it slip that Danny Pink is still dead, something she had withheld from the Doctor, and the Doctor admits that he didn't find Gallifrey. (TV: Death in Heaven)
 * The Doctor, in Clara's dream, tells Clara that Danny died saving the world, but Danny clarifies that he died saving Clara. (TV: Death in Heaven)
 * During the dream, the Doctor helps an elderly Clara pull a cracker. Clara had very similarly done the same for the elderly Eleventh Doctor. (TV: The Time of the Doctor)
 * When the Doctor returns to the base after realising how he missed the obvious, he tells the others not to salute. He has previously been against saluting. (TV: Death in Heaven)
 * The Doctor has Clara concentrate on doing sums to distract her from the crabs, something she later does again when trying to avoid the escaped crab in the lab. The Third Doctor used the same technique to force Jo Grant to ignore Axos. (TV: The Claws of Axos)
 * Santa mocks the Doctor, saying he would explain the complicated situation by telling them "it's dreamy-weamy". The Doctor used some expressions like "timey-wimey", (TV: Blink) "spacey-wacey" (TV: The Doctor's Wife) and "humany-wumany". (TV: The Doctor, the Widow and the Wardrobe)
 * When the Doctor questions how Santa can have all those presents in his bag, Santa claims that it's "bigger on the inside", to the Doctor's annoyance. (TV: An Unearthly Child)
 * Clara hugs the Doctor, which initially makes him uncomfortable. The Doctor previously told her that he doesn't like hugging. (TV: Deep Breath, Listen, Death in Heaven)
 * When Rudolph acts up Santa uses a remote key to "park" him, which calms him down and turns his red nose off. The Tenth Doctor previously used his TARDIS key to lock his TARDIS like a car. (TV: The End of Time) Vastra also locked her carriage in a similar fashion with a device kept on her hat. (TV: Deep Breath)
 * During the final dream state, the elderly Clara tells the Doctor that she learned to fly a plane in the years since her last meeting with him. During their first meeting, the Eleventh Doctor asked her if she could fly a plane, and Clara told him that she couldn't. (TV: The Bells of Saint John)
 * The Doctor states that all the people affected by the dream crabs could very well be from different times and places, as time travel is possible within dreams. Madame Vastra once told Clara something similar when explaining the psychic conference call. (TV: The Name of the Doctor)
 * The First Doctor previously met Santa Claus, (COMIC: A Christmas Story) though it was later implied that the encounter was all in his head. (COMIC: The Land of Happy Endings) The Second Doctor also prevented him from inadvertently tearing the fabric of space. (PROSE: The Man Who (Nearly) Killed Christmas) The Eleventh Doctor showed a child in Sardicktown a photograph of himself with Santa Claus and Albert Einstein, and claimed that Santa's real name was "Jeff". (TV: A Christmas Carol)
 * Toshiko Sato previously referred to the film Alien, (TV: Greeks Bearing Gifts) as did Izzy Sinclair, (COMIC: Fire and Brimstone) and Jason Kane. (AUDIO: Birthright)
 * Despite the Twelfth Doctor seemingly not knowing that a film called Alien existed, the Tenth Doctor had previously recommended the film to Cassy and Jimmy. (TV: Dreamland)
 * Despite even those instances, multiple accounts showed the Doctor interacting with the Xenomorphs as a real species. (TV: Mindwarp, Dalek, et al.)

Blu-ray releases

 * This story was released in The Complete Series One Blu-ray set in November 2013 along with the rest of the series. This release was initially bundled with the first seven series of the revived Doctor Who.
 * In 2017, a Complete Series One Blu-ray steelbook was released as a limited edition.

Other releases

 * Series 1: Volume 1 was also the first to be released in the UMD format for PlayStation Portable.
 * This story is available for streaming via Netflix, Hulu Plus and Amazon Prime. It can also be purchased on iTunes.
 * In 2015, it was released by BBC Worldwide on BitTorrent and iTunes in the A Decade of the Doctor bundle, to celebrate the 10th anniversary of the new series. It included introductions by Peter Capaldi, Earth Conquest: The World Tour and an episode guide.

Series 1: Volume 1

 * This story was released with Smith and Jones and Gridlock on the Series 3 Volume 1 DVD.
 * It is also included in the Series 3 DVD box set.

Home video releases

 * This episode was released with Daleks in Manhattan, Evolution of the Daleks and The Lazarus Experiment on the Series 3 Volume 2 DVD.
 * It was also part of the series 3 DVD box set.

Home video releases
Planet of the Dead was released on DVD and, for the first time for a Doctor Who episode, on Blu-ray in the United Kingdom on 29th June 2009. The release includes a single bonus feature:


 * Doctor Who Confidential - unlike previous DVD releases, this is a complete, 60-minute version, including licensed music and clips from both the classic series and the 1996 TV movie.

In North America, the DVD and Blu-ray were released on 28 July 2009. The release is identical to the Region 2 version, including the intact Confidential, even though it includes clips from the 1996 TV movie which at the time could not be released in Region 1 due to licensing issues.

In Australia, the DVD was released on 29th of June 2009, Blu-ray on 1st of October 2009 and included the same special features as the UK release.

This is the first Doctor Who episode to ever be released on the high-definition Blu-ray format.

The four specials plus The Next Doctor were released in the UK on both DVD and Blu-ray in a box set in January 2010, with a North American release scheduled for 2nd February 2010.

This episode is listed as episode 16 of Series 4 on Netflix in the US. Previously, it had been listed as a separate standalone title, before vanishing from the service entirely sometime in 2011. It reappeared on Netflix in 2014, concurrent with the additions of The Day of the Doctor and The Time of the Doctor to the service.

Home video releases
BBC Video - Doctor Who Series Five - Volume One was released on DVD and Blu-Ray on 7 June 2010 (UK only), featuring The Eleventh Hour, The Beast Below, Victory of the Daleks, and the featurette The Monster Diaries. A full-series box set has been released.

Of note, the "Next Time..." trail at the end of each episode has been excised from this and all future episodes for the DVD/Bluray releases up to A Christmas Carol.

DVD & Blu-ray releases



 * This story was was released as issue 76 of Doctor Who DVD Files, alongside Flesh and Stone.
 * BBC Video - Doctor Who Series Five - Volume Two was released on Monday 5 July 2010 (UK Only) on DVD and Blu-ray, featuring The Time of Angels, Flesh and Stone and The Vampires of Venice.
 * It was later released within the Series 5 boxset on 8 November 2010, and bundled with Series 1-7 in 2013.

BBC Video - Doctor Who Series Five - Volume Four was released on Monday 6 September 2010 (UK Only) on DVD and Blu-ray, featuring Vincent and the Doctor, The Lodger, The Pandorica Opens and The Big Bang.

The story was later included in the Series 5 boxset, released 8 November 2010.

Home video releases
BBC Video - Doctor Who Series Five - Volume Four features Vincent and the Doctor, The Lodger, The Pandorica Opens and The Big Bang. It was released on Monday 6th September 2010 (UK Only) on DVD and Blu-ray.

The Lodger was also included as part of the Complete Series Five Bluray set, released November 8th 2010. This set was itself included in the Series 1-7 box set released in 2013 and as part of The Complete Matt Smith Years in November 2014.

DVD & Blu-Ray releases

 * This story was released on DVD and Blu-ray on 24 January 2011 in UK markets and 15 February 2011 in North American markets.
 * The episode was later released in the complete series 6, which included the first and second half of the series, was released on DVD and Blu-ray on the 21 November 2011.
 * A Christmas Carol was released on Region 2 DVD, and Region B Blu-ray on 20 January 2014 as part of The Time of the Doctor + Other Eleventh Doctor Christmas Specials set. The Doctor, the Widow and the Wardrobe, The Snowmen and The Time of the Doctor were also included on both versions.

Home video releases
This episode, along with the rest of the second half of series 6, was released on DVD and Blu Ray on the 10 October 2010.

The episode was later released in the complete series 6, which included the first and second half of the series, was released on DVD and Blu Ray on the 21 November 2011.

Online Streaming
In the US, this episode along with the rest of modern Doctor Who can be streamed on Amazon Prime. In the UK, the episode is on Netflix.

Home video releases
This episode, along with the rest of the second half of series 6, was released on DVD and Blu Ray on the 10 October 2011.

The episode was later released in the complete series 6, which included the first and second half of the series, was released on DVD and Blu Ray on the 21 November 2011.

DVD & Blu-Ray releases

 * The Doctor, the Widow and the Wardrobe was released on a standalone DVD and Blu-ray in the UK on 16 January 2012, with North American release occurring a few weeks later.
 * Announced for inclusion, along with its prequel, in the North American release of The Complete Seventh Series, scheduled for 24 September 2013.
 * Initially, the UK edition of The Complete Seventh Series was not going to include the episode, but the BBC subsequently announced that it will be included, along with its prequel.
 * The Doctor, the Widow and the Wardrobe was released on Region 2 DVD, and Region B Blu-ray on 20 January 2014 as part of The Time of the Doctor + Other Eleventh Doctor Christmas Specials set. A Christmas Carol, The Snowmen and The Time of the Doctor were also included on both versions.

DVD & Blu-ray releases

 * This story was released in the UK in the Series 7, Part 2 DVD and Blu-ray box sets.
 * It was released as a standalone in North America/Region 1 on DVD and Blu-ray. It is not included in the North American version of Series 7, Part 2. The standalone release is extremely rare at retail, with most retailers in Canada not stocking it.
 * It was later released in both the UK and North American editions of The Complete Seventh Series DVD and Blu-ray box sets. Initially, the UK edition of The Complete Seventh Series was not going to include the episode, but the BBC subsequently announced that it will be included, along with its prequel.
 * The Snowmen was released on Region 2 DVD, and Region B Blu-ray on 20 January 2014 as part of The Time of the Doctor + Other Eleventh Doctor Christmas Specials set. A Christmas Carol, The Doctor, the Widow and the Wardrobe and The Time of the Doctor were also included on both versions.

Digital releases

 * A bundle including the Christmas Specials mentioned above was released on Google Play, iTunes and Amazon Instant Video in HD or SD. It included the Farewell to Matt Smith featurette. The Amazon Instant Video release also added Prequel to The Doctor, the Widow and the Wardrobe, Vastra Investigates and The Great Detective.
 * The Snowmen is available on iTunes, alongside Vastra Investigates and The Great Detective.
 * The special was added to Netflix instant streaming in the US during September 2014. It left the platform in 2016 along with the rest of the series.
 * The special was added to Amazon Prime Video in the US in 2016, and left the service again in 2020.
 * The special was added to HBO Max in the US in 2020.

Cold War, along with the rest of the second half of series 7 (episodes six through to thirteen) was released on DVD and Blu Ray on the 27 May 2013.

Home release

 * The Day of the Doctor was released in the UK on Region 2 DVD, and Region B 3D Blu-ray on 2 December 2013. The Night of the Doctor and The Last Day were also included on both versions. A Region 1 DVD and a Region A Blu-ray 3D/Blu-ray/DVD combo pack was released in the US on 10 December 2013.
 * The 50th Anniversary Collector's Edition box set was released in the UK and Australia on DVD and Bluray, containing The Name of the Doctor, The Day of the Doctor, The Time of the Doctor, the minisodes The Night of the Doctor and The Last Day, and the 2013 docu-drama An Adventure in Space and Time. The set was released in the UK on 8 September 2014 and in Australia on 9 October 2014.
 * The special was added to Netflix instant streaming in the US in September 2014. It is listed as the 15th episode of Series 7.

DVD & Blu-ray releases

 * The Time of the Doctor was released on Region 2 DVD, and Region B Blu-ray on 20 January 2014 as part of The Time of the Doctor + Other Eleventh Doctor Christmas Specials set. A Christmas Carol, The Doctor, the Widow and the Wardrobe and The Snowmen were also included on both versions. The US version did not feature the other specials.
 * The Time of the Doctor was also included on the 50th Anniversary Collector's Edition alongside The Name of the Doctor, The Day of the Doctor and An Adventure in Space and Time. The Australian release was identical to the UK release. The US equivalent of this, The Complete Matt Smith Years, also featured it alongside all of Matt Smith's televised appearances up to and including his regeneration story.

DVD releases

 * Doctor Who: Deep Breath. The release included the cinema prequel, Doctor Who Extra and Doctor Who Live: The Next Doctor. The Region A release also featured The Real History of Science Fiction.
 * Doctor Who: Series 8 Boxset

Blu-ray releases

 * Doctor Who: Deep Breath Blu-Ray
 * Doctor Who: Series 8 Blu-ray Boxset

DVD releases

 * The episode was released as part of the Complete Eighth Series boxset on 19 November 2014 in Australia, and 24 November 2014 in the UK.

Blu-ray releases

 * Like on DVD, this episode was released as part of the Complete Eighth Series boxset on 19 November 2014 in Australia, and 24 November 2014 in the UK.

DVD releases

 * The episode was released as a DVD in the UK on 26 January 2015, only a month after airing. A behind the scenes featurette was included as an extra.
 * The episode was also included in the Doctor Who: The Complete Ninth Series boxset.

Blu-ray releases

 * It was also released on Blu-Ray

Home video releases

 * This story was released on DVD in 23 February 2016. It was also released as part of the Series 9 boxset on 7 March 2016.

Digital releases

 * This story is available for streaming via Netflix, Hulu Plus and Amazon Prime. It can also be purchased on iTunes.
 * In 2015, it was released by BBC Worldwide on BitTorrent and iTunes in the A Decade of the Doctor bundle, to celebrate the 10th anniversary of the new series. It included an episode guide, Earth Conquest: The World Tour, and introductions by Peter Capaldi Alex Kingston.
 * The episode was released on Google Play, iTunes and Amazon Instant Video in HD or SD, also available as part of the Series 8 digital boxset. The digital boxset contains various features: trailer, interviews, The Ultimate Companion, The Ultimate Time Lord, Inside the World Tour and Doctor Who Extra episodes for each episode.
 * In the US, the series was released through digital streaming services Hulu and Netflix with a subscription.