The Well: A Deep Dive into Fear, Deaf Representation and the Return of the Midnight Entity
Does the episode build on one of Doctor Who’s greatest horror stories, and does Rose Ayling-Ellis’s Aliss Fenly make the most of the opportunities offered by deaf representation?
Introduction: Returning to the place where fear began
There are few Doctor Who stories as difficult to revisit as Midnight. Broadcast in 2008, the David Tennant episode built its horror around an almost impossibly simple idea: a group of people are trapped together with something they cannot understand, and their fear gradually turns them against one another. The alien remains largely unseen, its motives obscure and its abilities difficult to explain. The real terror emerges from the human response to uncertainty.
When Russell T Davies returned to that fictional planet in The Well, the challenge was obvious. How do you revisit an episode whose power depends so heavily on mystery without diminishing the original? Can the same alien sustain another story, or does explaining its existence inevitably make it less frightening?
Broadcast on 26 April 2025 as the third episode of the Fifteenth Doctor’s second season, The Well attempts to answer those questions through a new setting, a different form of horror and an important guest performance from Rose Ayling-Ellis. She plays Aliss Fenly, a deaf cook who is the sole surviving inhabitant of a devastated mining colony. The Doctor and Belinda Chandra arrive with a military rescue team and discover that Aliss’s survival is connected to the very thing that destroyed the settlement.
The episode is more than a direct sequel to Midnight. It explores the relationship between disability and perception, the dangers of institutional distrust, the ethics of scientific investigation and the possibility that a characteristic which disadvantages someone in one situation might protect them in another.
Its most effective idea is also its most unsettling: the alien’s greatest weapon is something that most of its victims cannot escape, but Aliss’s deafness means she experiences its threat differently.
That premise creates both the episode’s greatest achievement and its most difficult representational question. Does the story give Aliss meaningful agency, or does it turn her deafness into a convenient biological loophole? Does Ayling-Ellis’s performance challenge the way hearing people respond to deafness, or is the character ultimately defined by the very difference that makes her useful to the plot?
There is a similar tension in the return of the Midnight Entity. Reintroducing a memorable monster offers continuity, thematic depth and the satisfaction of revisiting a familiar mystery. But it also risks turning an exceptionally effective one-off horror story into a mythology that explains too much.
My central argument is that The Well is a successful piece of atmospheric science fiction, and one of the more thoughtful examples of disability representation in modern Doctor Who. Its return to Midnight is creatively justified, but not entirely necessary: the new story is strongest when it develops the original episode’s themes rather than when it relies on the audience’s memory of them.
1. The plot: a rescue mission becomes a nightmare
The opening: falling into the unknown
The episode begins with the Doctor and Belinda still struggling to return to Earth on 24 May 2025, the date that has become the central objective of their travels together. Instead of reaching their intended destination, the TARDIS takes them approximately 500,000 years into the future.
They find themselves aboard a futuristic dropship, surrounded by soldiers preparing to descend onto an inhospitable planet. The Doctor and Belinda are swept into the operation, and their arrival immediately establishes the story’s military-science-fiction atmosphere.
The planet is known as 6-7-6-7. Its surface is desolate and irradiated, and the soldiers have been sent to investigate Colony Base 15 after communications with the mining settlement stopped.
This is a familiar Doctor Who premise: an apparently routine investigation reveals that something terrible has happened, and the visitors arrive just late enough to discover the aftermath.
The opening also introduces an important structural difference from Midnight. In the earlier story, the Doctor is trapped in a passenger vehicle with a group of strangers. The claustrophobia comes from the confined space and the growing impossibility of escaping the people around him. In The Well, the Doctor initially has more physical freedom. He can explore a large facility, investigate different rooms and follow evidence.
Yet the story gradually transforms this apparent freedom into another kind of imprisonment. The danger is not simply that the characters cannot escape a room. It is that they cannot reliably determine what is behind them, what they are hearing or whom they can trust.
The dead colony
When the rescue team enters the base, the scale of the disaster becomes apparent. Almost all the inhabitants are dead. Some have suffered broken bones; others appear to have been shot. The facility’s mirrors have been smashed, an apparently inexplicable detail that becomes important later.
The destruction suggests that the inhabitants turned on one another, but the precise cause remains unclear.
The survivors’ military commander, Shaya Costallion, must manage an increasingly difficult situation. Her team is armed, suspicious and operating under pressure. They need information, but their methods of obtaining it risk making an already dangerous situation worse.
Then they find Aliss Fenly.
Aliss: the sole survivor
Aliss is the base’s cook. Frightened, injured and desperate to return home, she explains that the other inhabitants went mad. She admits that she killed her friend, presenting herself as someone who was forced into an act she never imagined she could commit.
Her account immediately raises questions. Why did she survive? What happened to everyone else? And why are there moments when characters seem to glimpse something behind her?
Aliss is played by Rose Ayling-Ellis, the deaf actor known for her work in EastEnders and her victory on Strictly Come Dancing. The character’s deafness is not incidental to the investigation. It changes the way the Doctor communicates with her and, ultimately, provides the key to understanding what happened at the colony.
The Doctor signs to Aliss, while the futuristic uniforms also provide live speech-to-text communication. The difference between these approaches becomes significant when Shaya insists that conversations remain accessible to the whole team. She does not want the Doctor and Aliss to communicate privately.
That decision is understandable from a military perspective, but it also creates tension. The Doctor is attempting to establish trust with a frightened survivor, while the commander treats information as something that must remain under institutional control.
The episode thus establishes two kinds of uncertainty: the uncertainty surrounding the alien and the uncertainty surrounding the people investigating it.
The thing behind Aliss
As the investigation continues, Belinda begins to suspect that something is physically present behind Aliss, even though she cannot properly see it.
The colony’s control-room recordings provide a crucial clue. The inhabitants can be seen reacting to something that has emerged from the well at the centre of the mining operation. The mine, it turns out, has penetrated deeply into the planet, disturbing an entity that had remained hidden for an extraordinary length of time.
The Doctor learns the planet’s former name: Midnight.
The revelation transforms the episode. The entity is the same mysterious being encountered by the Tenth Doctor in 2008, although its behaviour in this story differs from what viewers saw before.
The miners have not simply discovered a dangerous animal. They have encountered something capable of manipulating perception, exploiting fear and driving people towards violence.
The soldiers gradually become convinced that Aliss is connected to the deaths. Some believe she is responsible; others suspect that she is concealing the truth. Their fear begins to reproduce the colony’s original breakdown.
When one of the troopers positions himself behind Aliss, he is violently thrown away and killed. The others discover that the entity is somehow occupying the space immediately behind her. Anyone who moves directly behind it becomes a target.
The mystery has acquired a horrifying physical rule: the characters are endangered not only by what they see, but by their attempts to confirm what they suspect.
The explanation: why Aliss survived
The Doctor eventually understands that the entity’s psychological influence depends upon its ability to communicate through whispers. It can manipulate people by reaching into their minds, creating paranoia and turning uncertainty into violence.
Aliss cannot hear those whispers.
Her deafness has protected her from the mechanism that destroyed the colony. She is not immune to every physical danger the entity presents, but she has escaped the particular form of psychological manipulation that overwhelmed everyone else.
This revelation changes the meaning of the earlier scenes. Aliss’s apparent isolation was not evidence that she was responsible for the deaths. It was one of the reasons she survived.
The Doctor confronts the entity, which reveals that it remembers him. More disturbingly, it whispers his true name, suggesting a degree of knowledge about him that he cannot easily explain.
The Doctor devises a way to force the entity to confront its own reflection, using mercury to create a reflective surface. This releases Aliss from its immediate influence, allowing the survivors to escape.
But the escape is not a straightforward victory. The creature pursues them, and Shaya ultimately sacrifices herself in an attempt to prevent it from reaching another host. The closing moments suggest that the entity may have survived after all.
The episode ends without fully resolving the danger, leaving the audience with the disturbing possibility that the survivors have escaped the planet without escaping the creature.
The official episode guide summarises the story’s central revelation and its connection to the 2008 episode.
This is a well-constructed sequence of revelations. The episode starts with a mystery, supplies misleading explanations, gradually establishes the creature’s rules and then reveals why the apparently most vulnerable character has survived.
Its strongest achievement is that the answer is not simply a piece of technological information. It emerges from the relationship between the monster and Aliss’s experience of the world.
2. The horror of The Well: what makes the episode frightening?
The most effective horror in The Well comes from its uncertainty.
The dead colony establishes the consequences of the threat before the audience understands its nature. The broken mirrors suggest that the inhabitants were frightened of reflections, but they do not immediately explain why. The glimpses of something behind Aliss create a sense of danger without offering a stable image that the viewer can examine.
The camera repeatedly encourages us to look at empty space. We are asked to suspect that something is present even when there is no clear visual evidence.
This is a particularly effective technique for television because the audience shares the characters’ limitations. We are watching the same room, looking at the same corners and waiting for something to appear. The absence of a clear image becomes an active component of the drama.
The entity’s behaviour also creates a peculiar form of spatial anxiety. Normally, people understand their immediate environment by looking around, checking their surroundings and relying on other people to confirm what they have seen. Here, those ordinary methods become dangerous.
The act of approaching Aliss to establish whether something is behind her can result in death. The closer the characters get to certainty, the greater the risk.
This creates an unusual reversal of the investigative structure of a conventional mystery. Investigation is usually the route to safety. In The Well, the pursuit of knowledge is itself dangerous.
The military setting intensifies that problem. Soldiers are trained to respond to threats, gather information and act decisively. But the entity exploits the very instincts that should make them effective. Suspicion becomes paranoia; the need to identify an enemy becomes a reason to attack one another.
Shaya’s command is consequently placed under pressure from two directions. She must protect her team from an external threat while preventing the team’s fear from destroying its ability to function.
The episode does not suggest that military discipline is useless. Rather, it asks what happens when the information needed to make rational decisions is fundamentally unreliable.
The horror becomes more effective because the threat has no clear moral or communicative framework. The characters cannot negotiate with it in any ordinary sense. They cannot determine whether it is angry, hungry, curious or simply operating according to rules they do not understand.
The entity’s lack of a recognisable motive is important. A conventional monster can often be defeated once its objective has been identified. Here, understanding its behaviour does not necessarily make it less dangerous.
There is, however, a limitation to the episode’s horror. Its larger setting gives the story an impressive sense of scale, but the military action and the successive deaths sometimes shift attention away from the quieter psychological tension. The most frightening moments occur when the characters are uncertain what they are seeing, not when the entity’s powers become another source of physical spectacle.
The story is at its best when it allows the audience to imagine the danger.
3. Rose Ayling-Ellis and Aliss Fenly: representation that affects the story
The question of whether The Well serves its deaf character and actress well deserves more attention than simply praising the fact that a deaf actor appears in Doctor Who.
There are at least three distinct issues to consider:
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Does the story give Aliss a credible identity beyond her deafness?
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Does it treat deafness as a lived experience, rather than a visual shorthand for vulnerability?
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Does the role give Rose Ayling-Ellis meaningful opportunities to demonstrate her acting ability?
My assessment is that the episode performs strongly on the first two questions and encouragingly on the third, although there are limitations in how much of Aliss’s life we actually see.
A character who was rewritten around the actor
One of the most revealing pieces of behind-the-scenes information is that Aliss was not originally conceived as a deaf character.
According to Ayling-Ellis, the character was adapted after she was cast. Rather than treating deafness as a fixed element of the original plot, Russell T Davies and the writing team incorporated Ayling-Ellis’s experience into the script. The actor specifically praised the way the change made sense for Aliss while giving her a different relationship with the other characters.
This is an important distinction. Casting a deaf actor in a role originally written for a hearing character can be a meaningful step towards inclusion, but the production must decide whether to acknowledge the actor’s deafness or simply work around it.
The Well chooses to engage with it.
That decision improves the story because the character’s communication needs affect how the investigation unfolds. The Doctor’s ability to sign establishes a connection that the military personnel initially lack. The soldiers’ reliance on written speech displays a more functional, technological approach to communication.
Neither method is inherently wrong, but they create different relationships.
The Doctor meets Aliss in a language she can use naturally. He does not insist that she adapt entirely to him. His willingness to communicate in British Sign Language demonstrates respect before he has established whether she is trustworthy.
Ayling-Ellis has explained that this is why she believes Aliss trusts the Doctor so quickly: he makes the effort to enter her world rather than expecting her to enter his.
That is an effective piece of characterisation. The Doctor’s empathy is expressed through an action, not merely through a declaration that he cares about people.
It also makes the relationship feel earned. Aliss is frightened, surrounded by armed strangers and being questioned about a catastrophe she barely understands. The Doctor’s willingness to sign creates an immediate distinction between him and the people who treat her primarily as a source of information.
The problem of being excluded from conversation
One of the episode’s most insightful observations concerns the experience of being unable to participate fully in a conversation taking place around you.
Aliss is surrounded by hearing people who can exchange information verbally without her understanding everything they say. The uniforms’ speech-to-text systems mitigate that problem, but they do not automatically resolve the social imbalance.
Shaya’s insistence that communication remain visible to the group is understandable as an attempt to maintain security. Nevertheless, it means Aliss’s interaction with the Doctor is subject to someone else’s rules.
The episode captures something important about accessibility: providing a technological accommodation does not necessarily remove the power imbalance between the person who needs it and the people who control its use.
Nor does the ability to display spoken words automatically guarantee that somebody feels included in the conversation. Inclusion depends upon the willingness of other people to communicate respectfully, allow time for responses and recognise that the deaf person is a participant rather than an object of discussion.
The scene works particularly well because the Doctor recognises this distinction.
Ayling-Ellis’s performance also gives Aliss an understandable mixture of fear, irritation and determination. She is not simply a frightened person waiting to be rescued. She has survived a catastrophe, made an extraordinarily difficult decision and endured the suspicion of people who have arrived after the worst has already happened.
Her frustration is therefore justified by the circumstances.
This is where the episode moves beyond tokenistic representation. Aliss’s deafness influences her relationships, but she also has a history, a family and a personal objective. She wants to go home to her daughter, Pelony. That desire gives her an identity beyond the immediate mystery.
The reversal: when deafness becomes an advantage
The central reveal is the episode’s most striking contribution to disability representation.
For much of the story, Aliss appears vulnerable because she cannot hear what the other characters hear. She is isolated from conversations, dependent on accessible communication and surrounded by people who do not know how to interpret her experience.
Then the story reverses the apparent disadvantage.
The entity manipulates its victims through whispers. Because Aliss cannot hear those whispers, she is not affected in the same way as the other inhabitants. Her deafness has helped her survive.
This is a compelling reversal because it challenges the assumption that a disability must always operate as a disadvantage in every conceivable environment.
The entity has evolved, or at least operates, in a way that gives hearing people a particular vulnerability. The world is not organised around Aliss’s limitations; instead, the monster’s abilities create a situation in which the hearing characters are less safe than she is.
That is a valuable speculative-fiction idea. Science fiction can imagine environments in which supposedly universal assumptions about the body, perception and ability no longer hold true.
The episode also makes the revelation integral to the plot. Aliss is not simply a deaf character placed in a conventional story. The relationship between her deafness and the entity determines why she has survived, and understanding that relationship allows the Doctor to make sense of the disaster.
In that respect, the representation is unusually well integrated into the narrative.
However, there is an important qualification.
The story should not be read as suggesting that deafness is a superpower, or that deaf people are naturally better equipped to survive dangerous situations. Aliss’s advantage is specific to this fictional creature. Her experience does not make her universally immune to harm, and she remains frightened, injured and in need of help.
The episode mostly maintains that distinction. Her deafness is a contextual advantage, not a magical ability.
Nevertheless, the structure does raise a familiar representational risk: a disabled character’s difference becomes narratively valuable because it supplies the solution to a problem that hearing characters cannot solve.
This can be a positive reversal, but it can also instrumentalise the character. Aliss’s deafness matters because it is useful to the plot. The more important question is whether the character remains interesting when that usefulness is removed.
Here, the answer is largely yes, but not entirely because of the script.
Does Aliss have enough agency?
Aliss is not a passive victim. She has survived alone, she has made decisions under extreme pressure and she is prepared to defend herself when she believes she has no alternative. Her story also includes the painful admission that she killed her friend.
These details prevent her from becoming a simple symbol of innocence.
She is a person who has experienced fear and made difficult choices. The audience must reconsider its initial assumptions about her as the investigation progresses.
But the episode gives more attention to why Aliss survived than to how she lived during the period of isolation.
What did she do during the fifteen days after the colony collapsed? How did she understand the deaths around her? What did she think the creature was doing? How did her relationship with her daughter influence her determination to survive?
Some of these questions are touched upon, but they could have been developed more fully.
A longer story might also have explored Aliss’s own understanding of the entity. Because she cannot hear its whispers, she is not necessarily experiencing the same phenomenon as the other characters. That difference could have provided an opportunity to give her a distinctive perspective on the mystery rather than making her primarily the answer to it.
The episode does offer her a voice in the broader sense: she communicates, makes decisions and has desires of her own. But its short running time means that much of her life remains outside the frame.
Is Rose Ayling-Ellis well served by the role?
I would argue that she is.
Ayling-Ellis brings emotional precision to a character who must communicate fear, frustration and determination through facial expression, movement and sign language. The performance does not depend on spoken dialogue to establish emotional intensity.
That is particularly effective in a horror story. Aliss’s inability to hear the creature’s whispers creates an asymmetry between her experience and the audience’s understanding of what is happening. Ayling-Ellis can play the character’s fear without requiring her to react to sounds that she cannot perceive.
Her performance also prevents Aliss from becoming a purely symbolic figure. The character feels frightened and exhausted rather than simply representative of a wider social category.
The production’s attention to sign language is another positive feature. The official behind-the-scenes material describes the effort to adapt the script around Ayling-Ellis and the emphasis placed on communication between the characters.
The broader production context matters here. Doctor Who has previously featured deaf characters, including Cass in the 2015 two-parter Under the Lake and Before the Flood. The Well builds on that history by giving a deaf character a substantial role in a story whose central mystery depends on her experience.
It is not the first time the programme has attempted deaf representation, but it is a particularly clear example of making accessibility part of the dramatic design.
My reservation is that Aliss’s future remains largely unresolved at the end. We know she wants to return to her daughter, but the story’s focus on escaping the entity leaves little time for the emotional consequences of her experience.
That is a limitation of the episode’s structure rather than evidence that Ayling-Ellis has been poorly served.
Overall, The Well treats Aliss as a character whose deafness shapes her experience without exhausting her identity. The strongest aspect of the representation is that the Doctor’s willingness to communicate with her establishes trust, while the monster’s particular method of attack turns the audience’s assumptions about vulnerability upside down.
The story could have offered Aliss more space to develop independently of the mystery, but it gives her a meaningful role in a major Doctor Who adventure and allows Ayling-Ellis to make a distinctive contribution to its emotional and dramatic impact.
4. Behind the scenes: how The Well came together
One of the most interesting things about The Well is that two of its defining features—the deaf survivor and the connection to Midnight—were not part of the story’s original conception.
That makes it a useful example of how television writing can evolve during production, with casting and creative decisions changing the meaning of a script.
The writers: Russell T Davies and Sharma Angel-Walfall
The episode was written by Russell T Davies and Sharma Angel-Walfall, with Amanda Brotchie directing.
Davies was already familiar with the territory because he had written Midnight during his first period as Doctor Who showrunner. Angel-Walfall brought a fresh perspective to the collaboration, and the pair developed the story together through an extended process of discussion and revision.
In an official interview, Angel-Walfall described their writing meetings as a close collaboration in which ideas were discussed and developed together. She also spoke about the freedom of working within the Doctor Who production environment.
The initial story was not intended as a sequel to Midnight. As the writers developed the script, they needed a mysterious, largely unseen enemy. Davies suggested returning to the entity from the earlier episode.
This is a significant detail because it changes how we should evaluate the result. The story was not necessarily designed from the outset to explain what happened on Midnight or to expand the mythology of the original creature. The connection emerged as a creative solution to a developing narrative problem.
That helps explain both the success and the limitations of the final episode. The entity fits the story’s atmosphere and themes, but some aspects of its behaviour feel as though they have been adapted to serve the new plot rather than developed from a fully established set of rules.
How Rose Ayling-Ellis changed the script
The decision to cast Ayling-Ellis led to one of the episode’s most important revisions.
Aliss was not originally written as deaf. Davies and the team adapted the character after Ayling-Ellis’s name was put forward, incorporating British Sign Language and making her deafness central to the plot.
Ayling-Ellis’s own comments suggest that the process was collaborative rather than simply a matter of adding signing to an otherwise unchanged script. The writers developed scenes that reflected the social experience of being deaf, including the frustration of hearing people talking around you without always ensuring that you can participate.
This is an example of casting influencing authorship. Rather than treating the actor’s identity as a consideration to be accommodated after the writing was complete, the production used it to find a stronger version of the story.
That approach is especially important for representation. Writers cannot be expected to know every aspect of every character’s lived experience. A willingness to listen to actors and consultants can make a substantial difference to the authenticity of a portrayal.
Sign language and on-set preparation
The production also took steps to support the portrayal of deaf characters. Behind-the-scenes accounts describe deaf-awareness preparation for the cast and crew and the involvement of a consultant to help ensure that signing was represented accurately. The actors playing the military personnel also undertook preparation for their roles, including military-style training.
These details matter because sign language is not simply a set of gestures that can be improvised to communicate a general impression. British Sign Language has its own grammar, structure and linguistic conventions. Its use in a drama should be treated as language, not as a visual substitute for spoken dialogue.
The episode’s use of both signing and futuristic speech-to-text is also an interesting choice. It imagines a future in which technology can facilitate communication while acknowledging that technology alone does not create mutual understanding.
That is a more thoughtful approach than simply giving every character a universal translation device and ignoring the social realities of communication.
Filming the episode
The Well was directed by Amanda Brotchie, with the main interior set constructed at Wolf Studios Wales. Location work took place at Pant-y-Ffynnon Quarry in Bridgend, Wales, a location that had also been used for The Power of the Doctor. The episode was filmed alongside the preceding story, Lux, as part of the production schedule.
The production also faced practical challenges. The futuristic spacesuits were cumbersome, and cast interviews described the episode as particularly difficult to film because of the costumes. Varada Sethu explained that her suit was complicated to put on and remove, while the helmets presented problems with visibility and comfort. Some of the quarry work took place in very cold conditions.
These difficulties are relevant to the finished episode because the costumes contribute to the sense of isolation. The soldiers are visually uniform, their faces obscured by helmets and their movements constrained by equipment.
The design reinforces the impression that the characters have entered a world where familiar human gestures and expressions are harder to read. In a story about unreliable perception, that visual restriction is thematically appropriate.
The entity itself was portrayed by Paul Kasey, a veteran Doctor Who creature performer. The production’s decision to retain an essentially unseen monster meant that its presence depended heavily on performance, staging and the reactions of the surrounding cast.
Ncuti Gatwa’s performance benefits from this approach. The Doctor’s fear is not simply a response to a visible creature; it is a response to the possibility that something is present beyond the limits of his perception.
The result is an episode in which production design and performance do much of the work that a more explicit monster design might otherwise perform.
Music and other production details
The episode also contains a brief use of Britney Spears’s Toxic, a song that had previously appeared in The End of the World in 2005. The callback adds a small touch of continuity to the revived series, although it is not essential to the story’s central themes.
More significant is the decision to incorporate archive footage from Midnight. This makes the connection between the stories explicit, allowing the audience to recognise that the Doctor is confronting a threat he has encountered before.
That is dramatically effective, but it also makes the episode’s relationship with its predecessor impossible to ignore. Once the earlier story is invoked directly, viewers are invited to compare the two episodes and judge whether the return adds something meaningful to the original.
That brings us to the central creative question.
5. Midnight: why the original was so effective
To decide whether the return of the Midnight Entity was a good idea, we first need to understand what made the original story so powerful.
Written by Davies and directed by Alice Troughton, Midnight was broadcast on 14 June 2008 during the Tenth Doctor’s fourth series. The Doctor takes an excursion on the planet Midnight, a world whose surface is rich in diamonds, but his holiday becomes a nightmare when a shuttle journey goes catastrophically wrong.
The passengers hear knocking on the outside of the vehicle. Something is present, but they cannot see it clearly. Eventually, the entity enters the vehicle’s psychological space through Sky Silvestry, a passenger who begins repeating the Doctor’s words.
The repetition becomes progressively more disturbing. The entity learns from the people around it, mimics their speech and eventually turns the passengers against the Doctor.
The central horror is not simply possession. It is the collapse of communication as a reliable means of understanding another person.
The Doctor is normally the person who can explain what is happening. He knows more than everyone else, speaks quickly and uses his knowledge to persuade frightened people to trust him.
In Midnight, those strengths become liabilities. The entity can copy him, undermine his authority and use the passengers’ fear to make him appear dangerous.
The Doctor cannot solve the problem through a clever speech because speech itself has become compromised.
This is why the episode is often regarded as one of the programme’s most effective psychological thrillers. Its threat is simple enough to understand but difficult to define. The passengers’ behaviour becomes as frightening as the alien itself.
The episode also makes a powerful point about conformity. The passengers are not initially a murderous mob. They are ordinary people confronted with an extraordinary situation. But their fear makes them increasingly willing to accept whatever explanation confirms their suspicions.
The Doctor’s knowledge does not protect him because the passengers are no longer evaluating evidence rationally. They are evaluating one another according to their anxiety.
The result is a story about the fragility of social trust.
The entity remains mysterious at the end. We do not receive a comprehensive explanation of its origins, biology or motives. Its abilities are terrifying partly because the audience cannot fit them into a complete explanatory system.
That ambiguity is central to the episode’s achievement.
The creature does not need a detailed history to be frightening. Its significance lies in what it reveals about the people trapped with it.
This is the standard against which The Well must be judged.
6. Was bringing the Midnight Entity back a good idea?
There are strong arguments on both sides.
The return gives The Well an immediate connection to one of the revival’s most memorable horror stories. It also provides an opportunity to show how the same threat might behave in a radically different environment.
But it risks turning a terrifying mystery into a familiar monster with a more predictable set of abilities.
The case for the return: expanding the mythology
The strongest argument in favour of the return is that The Well does not simply repeat the original scenario.
The Doctor is no longer trapped in a shuttle with a group of holidaymakers. Instead, he is investigating a devastated mining colony with a military team. The entity’s behaviour is different, and the central mystery revolves around its relationship with Aliss.
In Midnight, the creature’s power is demonstrated through imitation, repetition and psychological manipulation. In The Well, the threat is expressed through its position behind Aliss and the physical danger created when somebody approaches it.
The change allows the programme to explore another dimension of the creature’s abilities.
It also establishes a longer timescale. The entity has survived for hundreds of thousands of years, remaining on a planet that has changed dramatically as its resources have been mined. The planet’s transformation from a leisure destination into an exhausted industrial landscape adds a bleak historical dimension to the story.
This is a good use of continuity because the return is not merely a cameo. It connects the earlier episode to a different stage in the planet’s history and gives the Doctor a reason to recognise something that other characters cannot understand.
The entity’s recognition of the Doctor is particularly effective. When it whispers his true name, the encounter becomes personal. The Doctor is confronted with evidence that the creature remembers him, despite the extraordinary passage of time.
The moment suggests that his previous experience with it may have consequences he never fully understood.
It also reminds us that the Doctor’s long life does not mean that he has mastered everything he encounters. Some experiences remain unresolved, and some dangers cannot be neatly filed away as finished adventures.
This is thematically appropriate for a character whose history consists of accumulated encounters with the unknown.
The case against the return: mystery becomes mythology
The strongest argument against the decision is that Midnight did not need a sequel.
The original episode’s power depended on the entity remaining fundamentally unknowable. Its behaviour was terrifying because the audience could not confidently predict what it would do next.
The Well gives the creature additional abilities, a new physical relationship with its victims and a more explicit place in the Doctor’s personal history.
That expansion inevitably changes how viewers interpret the original. The creature becomes less an inexplicable horror and more a recurring adversary with a developing catalogue of powers.
The problem is not that sequels must preserve every mystery. A sequel can deepen a story by answering questions, revising assumptions or revealing unexpected consequences.
The problem arises when an explanation adds information without producing a correspondingly richer understanding.
In The Well, the connection to Midnight is exciting, but much of the new story could function without it. The idea of an unseen entity attached to a survivor, killing people who approach it, is disturbing in its own right. The psychological horror, the deaf protagonist and the military investigation provide a strong narrative foundation before the revelation of the planet’s identity.
Once the Doctor identifies the creature, the story gains continuity but also inherits expectations that it must live up to the original.
That is a difficult burden.
The Guardian’s review of the episode noted that its larger scale came at some cost to the tension that made Midnight so effective. Other reviewers similarly questioned whether the new story needed the explicit connection to its predecessor.
I think that criticism has merit. The return makes the episode more immediately exciting for established fans, but it is not necessarily the source of its strongest ideas.
The deafness-related reveal, in particular, is powerful because of the new story’s design. Its emotional and thematic force does not depend on the audience having watched Midnight.
Does the entity behave consistently?
This is perhaps the most difficult question.
The original creature manipulates people by copying speech and exploiting their psychological vulnerabilities. In The Well, it appears to occupy a position behind its victims and use a different set of abilities to create danger.
There is enough continuity to establish that it is the same being, but the precise relationship between its abilities is not fully explained.
One interpretation is that the creature adapts to circumstances. Its power is fundamentally concerned with manipulating perception, and its methods change according to the people and environment it encounters.
Another interpretation is that the writers have retained the entity’s essential mystery while adding new abilities to make the sequel work.
Both readings are possible. The episode does not provide enough information to establish a complete rulebook.
That ambiguity is not automatically a flaw. A creature that remains partly unknowable can be more frightening than one whose abilities are fully explained.
However, there is a difference between mystery and inconsistency. Mystery allows the audience to imagine what remains unknown; inconsistency makes it difficult to understand what has already been established.
The Well occasionally approaches that boundary.
The entity’s new behaviour is effective as horror, but the story does not fully explain whether its relationship with Aliss is a special case, an adaptation or simply another ability it has always possessed.
The result is a sequel that adds to the mythology without completely clarifying it.
My verdict on the sequel decision
I would describe the return as a good creative idea that produces a slightly less effective story than it might have done without the connection.
The Midnight Entity belongs naturally in a story about perception, fear and the limits of communication. Its presence allows The Well to develop themes already present in the original while introducing a genuinely different protagonist.
But the sequel does not improve upon Midnight as a work of psychological horror. The earlier story remains more tightly focused, more claustrophobic and more unsettling in its treatment of human behaviour.
The Well succeeds on different terms: as a science-fiction mystery that combines horror with disability representation and a wider sense of cosmic history.
The connection is worthwhile, but it is not what makes the episode special.
7. The monster and deafness: a brilliant reversal with an uncomfortable edge
The most interesting relationship between The Well and Midnight is not simply that the same creature returns. It is that the new story changes the relationship between the monster and the person who encounters it.
In Midnight, the entity exploits the passengers’ dependence on speech. It copies the Doctor’s words, gradually deprives him of his authority and turns communication into a weapon.
In The Well, Aliss’s inability to hear the entity’s whispers protects her from its primary psychological attack.
This is a clever reversal, but it also raises a question about the nature of the creature’s power.
If the entity can exploit the hearing of its victims, then its success depends on a particular relationship between perception and vulnerability. Aliss survives not because she is stronger, more intelligent or more knowledgeable than the other colonists, but because the entity’s method of influence does not work on her in the same way.
The story therefore challenges the assumption that there is one universal way to experience a threat.
This is a particularly good idea for Doctor Who, which has frequently explored how alien environments expose the limitations of human assumptions. In this case, the relevant assumption is that hearing is always an advantage.
The entity turns that expectation upside down.
However, the episode could have gone further in exploring Aliss’s own perspective. We see her survive a situation that destroys everyone around her, but we spend relatively little time understanding how she interpreted the events while they were happening.
Did she understand that something was whispering to the others? Could she tell that they were reacting to something she could not perceive? How did she make sense of their increasingly irrational behaviour?
These questions could have made her experience more distinctive without requiring additional exposition about deafness itself.
They would also have strengthened the episode’s connection to Midnight. In the original story, the audience is forced to experience the Doctor’s inability to make himself understood. In The Well, the audience could have been given a more sustained opportunity to experience the difference between Aliss’s perspective and that of the hearing characters.
The episode hints at this possibility but does not fully develop it.
Nevertheless, the reversal is effective because it avoids presenting Aliss as simply helpless. Her deafness is part of the reason she survives, and the hearing characters must recognise that their own abilities have not protected them.
It is an unusually thoughtful use of disability in a genre story, even if there was room to explore its implications more deeply.
8. The Doctor, Belinda and the changing nature of trust
Although Aliss is the centre of the mystery, the episode also develops the relationship between the Doctor and Belinda.
Belinda is still relatively new to travelling with the Doctor, and The Well places her in a situation where his usual confidence cannot guarantee safety. She has to make decisions, interpret evidence and respond to a threat that even the Doctor finds difficult to understand.
Her concern for Aliss is important because she approaches the survivor as a person who needs help, rather than simply as a puzzle to solve. This creates a contrast with the soldiers, whose professional responsibilities encourage them to treat Aliss as a potential threat.
Belinda’s response is not always free from uncertainty, but she demonstrates a willingness to care for somebody whose behaviour she does not fully understand.
That is a useful quality in a companion. The Doctor’s knowledge is often extraordinary, but his companions frequently provide the emotional judgement that prevents his investigations from becoming purely intellectual exercises.
The episode also makes the Doctor’s fear unusually visible. When the creature recognises him and whispers his true name, he is confronted with a danger that cannot be dismissed as another temporary problem.
Gatwa plays this moment as a genuine disturbance to the Doctor’s sense of control. The character knows enough about the entity to be frightened by it, but not enough to predict what it will do.
That uncertainty helps distinguish this Doctor from the more exuberant and seemingly invulnerable figure we sometimes see in the Fifteenth Doctor’s earlier adventures.
His fear does not make him less capable. It makes his continued willingness to act more meaningful.
The ending also complicates the familiar expectation that the Doctor’s arrival will restore order. Shaya’s sacrifice appears to resolve the immediate crisis, yet the final moments suggest that the entity may have survived.
The Doctor and Belinda escape, but the threat remains unresolved.
This is consistent with the episode’s wider argument that understanding something does not necessarily mean gaining control over it.
9. What the episode could have done better
Despite its strengths, The Well is not entirely successful in balancing its various ambitions.
Its central mystery, military setting, disability representation, connection to Midnight and broader implications for the Doctor’s history all compete for attention.
The result is an episode with several excellent ideas that do not always receive enough room to develop.
The military characters are useful to the atmosphere, but their behaviour sometimes feels driven by the requirements of the plot rather than by a fully convincing chain of command. The tension between Shaya and the other soldiers establishes the dangers of institutional distrust, yet some decisions occur so quickly that the characters’ motivations become difficult to assess.
The entity’s powers also become increasingly complicated as the episode progresses. The mystery is effective, but the rules governing the creature’s relationship with Aliss, its ability to influence other people and its response to the Doctor’s solution could have been clearer.
The mercury solution is visually striking, but the explanation of why reflection affects the creature remains relatively brief. This is not necessarily a problem in itself: science fiction can use unfamiliar rules without explaining every technical detail. The difficulty is that the solution arrives after the episode has spent considerable time establishing the danger of approaching or confronting the entity.
A little more preparation would have made the resolution feel less like a convenient escape from an otherwise overwhelming threat.
The ending presents another problem. Shaya’s sacrifice is dramatic, but the suggestion that the entity survives complicates the emotional effect of her decision. A deliberately ambiguous ending can be powerful, and the final image is certainly unsettling. However, the story does not quite resolve the relationship between Shaya’s action and the possibility that the creature remains active.
The episode seems to want both the emotional closure of a sacrifice and the continuing uncertainty of an unresolved monster story.
Those aims are not incompatible, but they require careful balancing.
The strongest element remains Aliss. Her experience gives the episode a distinctive perspective, and the central revelation is more interesting than a conventional explanation of how an alien creature kills its victims.
The most frustrating limitation is that the story could have developed that perspective further. It introduces a compelling character whose deafness changes the rules of the horror, but the wider plot sometimes moves too quickly for her individual experience to receive the attention it deserves.
10. Final verdict: a worthwhile return, but not a replacement for Midnight
My critical assessment
Deaf representation
Strong. Aliss’s deafness is integrated into the plot and influences her relationships, while Ayling-Ellis brings emotional depth to the role. The character could have been developed further beyond the mystery, but she is much more than a token inclusion.
Atmosphere and horror
Very good. The unseen presence, the broken mirrors and the danger of looking behind Aliss create memorable moments. The military action occasionally weakens the psychological tension, but the central premise is excellent.
The return of the Midnight Entity
Worthwhile, but not essential. The connection gives the story continuity and a sense of cosmic history, although the creature’s new abilities are not always fully explained.
Plot and resolution
Imaginative but uneven. Several strong ideas compete for space, and the final solution and apparent sacrifice could have been developed more clearly.
Ultimately, The Well is a successful episode because it finds a new way to explore a familiar fear.
The Midnight Entity returns, but the most important change is not the expansion of its mythology. It is the introduction of Aliss, whose experience challenges the assumptions shared by the Doctor, the soldiers and the audience.
Her deafness is neither simply an obstacle nor an uncomplicated superpower. It shapes the way she communicates, the way others treat her and the way she experiences the entity’s attack. The fact that it ultimately helps her survive is a powerful reversal, particularly because the episode first establishes the social isolation and uncertainty she experiences among the hearing characters.
Rose Ayling-Ellis is central to that achievement. The decision to adapt the role around her, rather than merely cast her in an unchanged part, gives the character a more convincing relationship with the world of the story.
The return to Midnight is more debatable. It provides a satisfying connection to an earlier classic and allows the Doctor to encounter a threat that genuinely unsettles him. But it also risks explaining and expanding a monster whose original power depended upon its unknowability.
The sequel does not surpass Midnight as psychological horror. The earlier episode remains more concentrated in its exploration of paranoia, conformity and the collapse of communication.
Yet The Well is not simply an inferior imitation. It is a different kind of story, one that uses a familiar monster to investigate perception, disability and the limits of what we can understand about another person’s experience.
My final judgement is that The Well was right to bring the Midnight Entity back, but its most valuable contribution is Aliss Fenly, not the creature’s expanded mythology.
The monster provides the horror. Aliss provides the perspective that makes the horror mean something new.
And that is what ultimately makes the episode worthwhile.
Further reading and sources
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Doctor Who official episode guide: The Well — plot summary, cast, production credits and the original decision to connect the story to Midnight.
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Official interview: Rose Ayling-Ellis on bringing Aliss Fenly to the Whoniverse — particularly useful for understanding how the role was adapted and why the Doctor’s signing establishes trust.
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Official interview: The Well is deep and mysterious — interviews with the cast and co-writer Sharma Angel-Walfall.
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Official episode guide: Midnight — the original 2008 story and its production credits.
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Critical perspective: The Guardian’s review of The Well — discusses the return to Midnight, the atmosphere and Rose Ayling-Ellis’s performance.
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Deaf representation: Liam O’Dell’s analysis of deaf representation in The Well — a useful perspective on the episode’s treatment of deafness and communication.
