Analysis of Series 8: Episode 4: Doctor Who – Listen


Steven Moffat

Spoilers Sweetie – watch the episode before reading on.

Camera pans in from right to left showing the inside of the TARDIS before moving upward to capture the Doctor meditating on her roof, his back to Earth’s sunrise giving the introduction a sweeping, epic feel. Something dawns on The Doctor, his eyes fly open, and he commands you.




You cannot help leaning in and focusing your entire mind on the Police Box upon which you’re receiving this broadcast. Ominous music draws you back down into the TARDIS where the Doctor asks why we talk out loud when we know we’re alone.

“Conjecture: Because we know we’re not.”
“Evolution perfects survival skills
There are perfect hunters
There is perfect defence”

“Question: Why is there no such thing as perfect hiding?”
“Answer: How would you to know?”


The Doctor slowly paces, silhouetted against the spinning rings in the TARDIS engine.

“We sense it – except in those moments when for no clear reason you speak aloud. What would such a creature want, what would it do? Well? What would you do?” His question echoes into the void followed by the Orchestra’s string section drawing out the tension of the question. Ben Foster and Murray Gold never let the side down when it comes to creating thematic soundscapes.

The Doctor drops the chalk and when he picks it up and replaces it bookmarking an open book, the answer is illuminated, white chalk on a black board, “LISTEN”

We know that he said it earlier, the name of the episode and the magic word that calls you. Some time passed between the time we saw him on top of the TARDIS roof, and the time when he speaks to the silence his questioning monologue – asking the kinds of questions we all do when we undergo a process of re-understanding or those times when so much change occurs that we go through soul searching.

The Doctor might have written the word on the board – it is his handwriting, Clara asks him how long he’s been alone later into the episode, but the ambiguity is the clever hook.

But then when you stop to think about it again, when exactly did the chalk drop again? How could it have fallen from the centre of that book? Classic mind play…

That did not go well!
That did not go well!

The story begins at the end of a disastrous first date. Clara walks in to her home, evidently frustrated about the outcome of her anticipated evening (beautiful dress) with young Danny Pink. We then cut back to Clara arriving at the restaurant, before being shifted back to the mortified present.

It’s such a good technique to use to tell a story without dialogue, giving the inner voice the spotlight, I think this montage gradually enhances the engagement and also give a sense to the foundation of their couples dynamic. Sneak peaks into how it is. The chemistry is palpable through their inability to articulate, and when they do it’s met with defensive antagonism, all this pent up stuff building tension. When viewed in entirety, perhaps one of the most awkward dates that ever ended successfully and required a trip back in time to give it a boost.

What we don’t realise here, and is a nice surprise when viewed in entirety, is that a vital part of their pre-history made their date successful. I don’t know if it forebodes of a difficult relationship to come.

Clara makes a tasteless joke, and Danny immediately goes on the defensive, talking about 23 wells he built, eventually they settle down until he makes an assumption that doesn’t sit well with Clara, and the tension flares up again. Her low level of composure is so uncharacteristic of Clara’s steady character that it’s very clear that she already has feelings for him and she’s a little afraid.

This wideClara mentions a girl called Courtney made a comment about her wide face, something they laugh about before the evening sours… and when Clara walks into her bedroom, reflecting on her night through intercut scenes, she is surprised to find the Doctor is there, asking why she needs three mirrors, and the laughter immediately lightens the mood. Again with the mirrors! 

Three mirrors

“Why do you have three mirrors, why don’t you just turn your head?”

I love the way this writer takes me on a fully engaged and well-balanced emotional journey – with just the right amount of observational humour. The Doctor convinces a reluctant Clara to do something for him in the TARDIS and he starts talking about the thing that you talk to when you’re alone, referring to a primal fear that every culture has about there being something watching, listening and there.

In Africa, there is a superstition about the Tokoloshe. The way I’ve heard it told is it is a short malevolent beastly creature that comes to you when you sleep and whispers bad things in your ear. People who fear the Tokoloshe will put their bed up on bricks so that the short Tokoloshe will not find them. Avoid talking about the Tokoloshe to people because the mere mention of his name will invoke fear.

People share the fear of something being under their bed, in their cupboards, outside the door. I remember nightmares about something watching me from outside my bedroom window and chasing me if I saw it (which was in an enclosed garden backed onto the next door neighbor’s back yard terrace). Sleep is something we all have in common, it’s when we’re most vulnerable (second only to being alone) and when we’re feeling vulnerable all our senses heighten.

Telepathic interfaceThe Doctor enslaves the TARDIS to Clara via the telepathic interface and gets her to focus on her own vulnerability – a time when she had that exact dream. The problem occurs when while connecting to her entire timeline (past, present and future) when he phones her, her attention is distracted and the TARDIS automatically hones in on that point in her timeline, a point that connected her with his childhood.

It’s a bit of a head warp to consider what it would be like to meet your future partner as a child – West Country Children’s Home, mid nineties.

Clara informs the Doctor that she’s never been to Gloucester in her life, let alone a children’s home and after asking, the Doctor agrees that out that it would be catastrophic to meet herself and orders her to go back to the TARDIS. Clara sees a boy at a window.

The boy reminds her of Danny. She probably wonders if that’s who she’s come to see because she is visibly relieved when he says his name is Rupert. One thing about Clara is she’s sharp. She realises that Rupert Pink is the right place to start this mission, and figures the risk is low that she’s likely to meet herself.

Since she also seems intent to keep any information about Danny from the Doctor, she probably wants the opportunity to check it out herself. Clara is true to her control freaking character, and sneaks inside to meet little Rupert Pink.

Fear is a Super Power
Fear is a Super Power

The Doctor chats to the watchman and freaks him out by nicking his coffee and doing his disappearing trick. This is presumably to ensure that watchman doesn’t go anywhere. It’s a little creepy having him walk around a children’s home at night, but nighttime is where the hiding silent creature comes out.

There is creepiness in every scene.

I have had a sense of things being around, movement in my eyes, but I think that since we only see the visible spectrum of red to UV, it could be other temporal anomalies not visible to the naked eye. Or it could be just that little too creepy to contemplate.

The chat between Clara and Rupert is very sensible. It’s a good thing Clara doesn’t spook easy! Though we know she’s scared, she’s kind too. The bedclothes rise and hover before them and I find it unlikely that this is just another child playing a prank – because the reaction when they tell it to go doesn’t really equate with that.

The Doctor is scared – why doesn’t he scan it with his Sonic Screwdriver like he’s done so many times before when he’s reading life-forms? He suggests that he’s afraid of what might happen if you see a creature that’s evolved to perfect hiding. The fear of the unknown.

He tells Rupert the value of fear. It’s a super power, and … then he challenges him to turn his back on the raised red blanket on his bed… Turn your back… turn it now. The fear creaks through the Doctor’s anxious voice which considering that he’s fought the Cybermen, the Daleks, and the whole Universe… he’s scared of an invisible bogeyman that we can’t even determine exists – so what chance does young Rupert think he has?

Maybe The Doctor is scared because he has so much to lose if he fails in any way. He cannot die, and he has to live with himself forever. Having done quite a lot of that already, maybe he’s wondering what the point of it all might be. His talk freaked out the thing that could hide, and after they close their eyes, it whips out through the door not letting it hit him on the way out.

SOdlier danA relieved Rupert lies down to sleep but not aided by the Doctor who is saying the most terrifying things until Clara intervenes. She places the soldiers at the foot of his bed and the last one, without a gun, we find out Rupert calls Dan, the soldier man. I think it’s in this surprising moment that, Clara realises this is young Danny Pink, and we discover in the next scene if not the motivation behind Danny becoming a soldier, at least a defining moment in which becoming a soldier became synonymous with being safe.

I’m getting used to the new TARDIS desktop, it’s moody, the blue and yellow circles look like targets, and the old school blackboard gives it a stylish vintage feel. Love that this Doctor prefers chalk and board. The scratching on the chalkboard lends itself to the atmosphere, and joins up with a theme t hat we’ve witnessed for the past three episodes – the Doctor and his mathematical equations.

The Doctor wonders why they ended up with him, and again Clara avoids telling him anything about Danny. The Doctor has become an inadvertent catalyst in a young child’s life. I suppose Clara might be a little worried about how he will react if he ever figures it out. Since their date ended so badly maybe she thought it was over, and having just met his younger self in a children’s home, is feeling even worse about the way things ended.

With newfound insight into his character acquired in a rather creepy, stalkerish sort of way, gives it a little more oomph in the right direction. From a metaphysics perspective, this paradox may explain her inexplicable attraction to Danny the teacher. A bit like the Doctor’s inexplicable attraction to her – before the paradox when she jumped into his timeline and rescued him from the Great Intelligence changing his timeline first.

The Doctor is not wholly observant of human activities. Despite Clara’s phone ringing when the TARDIS was being enslaved to her, he didn’t for a moment think that even thinking the name of whoever was calling might influence the destination in any way. He’s more alien than previous Doctors, but we can now identify with him because we all understand fear.

Danny Pink becomes a part of her future, so he’s linked into her timeline. At least they could say that they had a date first before things got weird. I wonder how Danny Pink is going to react to the Doctor. Not really wanting to engage in that discussion, Clara lies when he asked her if she has any connection with Rupert (Danny).

She asked if Rupert would remember the event, and The Doctor admits he gave him a dream. Clara realises that she’s made a terrible assumption about Dan and soldiering as she realises Who is to blame. She gets the doctor to drop her off at the restaurant – which is odd because he just does it without question, not even interested in who her date is.

Helmet manShe walks back in – without her coat and despite seeing herself from behind – a risk they weren’t willing to take at the children’s home. She apologises to him and they start getting along again. It’s quiet, awkward, and sweet until the weird stuff begins again. Danny is so suspicious of Clara that he notices nothing else around him as he accuses her of lying, admits he hates “weird”, ironically not realising just how weird it already is.


Sanctuary Base 6 was built by the Walker Expedition and it is a huge base staffed by Humans and Ood

Danny doesn’t see the SB6 dressed man – who looks like someone from the same timeline as The Satan Pit, we know according to the TARDIS Wikipedia that the same Doctor (David Tennant) has a similar suit in The Waters of Mars. Matt Smith dons it in Hide. I thought perhaps Orson had borrowed it off the Doctor until I saw the news shot of him at the launch of his first mission where he was wearing the exact same suit (see above).

Big eyes

“Ah Clara!”

“Why are you all eyes – get them under control”

Clara calls the spaceman Danny. Orson replies, “Who is Danny?” The Doctor clearly isn’t “Listening,” (or he doesn’t push it) and we find out that Colonel Orson Pink is from 100 years into the future.

Clara finds herself staring at her future distant relative, a bit flabbergasted (quite obviously so) to be faced with someone in her future.

we find the classics equivalent of Robinson Crusoe in space, a time traveller stranded too far from his intended destination. It’s an interesting idea that all the cloak have stopped, but clocks are inanimate time keepers that would just tick away the passage of time until their batteries died. At the end of time itself, there should just be a blank void of nothingness, the clocks stop ticking – nobody to turn over the hourglass. At the end of everything, there would be no planet, no particles, no atoms, electrons, no sound, no light. Nothing. Therefore, I think this is mere moments before the end of everything.

The Doctor found Orson Pink at the end of everything, the final finality where everything is Pink
The Doctor found Orson Pink at the end of everything, the final finality where everything happens to look Pink

The hiding thing, the thing everybody has at one time felt presence of, is there. What will it do? At the end of time, there is no day and night, but technically we’re all afraid of a thing for which there is no proof of existence. Some might argue its similar to religion.

Well theoretically, I think it’ll continue to hide, because that’s what it does. If it’s seen it’ll jump at you and as you cover your eyes, it will disappear. Maybe it feeds on fear.

Listen is also metaphorically about the fear of the unknown. The fear of what we don’t understand.

The Doctor has perceived an enemy, one that has never directly hurt him in any way, only ever made him scared when he was feeling lonely – he spent hundreds of years practically alone in Christmas where he travelled through time, but remained in one place, living life the long way round, he should be beyond fear – but he never is. What he’s tapping into here is primal fear, one he can’t overcome no matter how long he’s lived, and the longer he lives the more of a companion this fear is becoming.

Orson Pink is a pioneer time traveller, and I’m observing that it obviously runs in the family. This is foreshadowing, but whatever. Foreshadowing is a valid story telling technique and is a standard staple in time travel, and especially when there are perfect Moffat-loops going on. Robinson Crusoe is a good classical archetype example to relate to the magnitude feelings he’s going through.

Do you know each other?
Do you know each other?

Clara stares at Orson as if she’s seeing a ghost. The doctor makes a comment about the width of her face, and lies about the TARDIS needing to charge, he wants to stay overnight to see if he can find what he’s looking for.

The dark is empty now, except that it isn’t, the ship’s noises are exaggerated, a bit like how your house sounds in the wee hours when you can’t sleep.

This episode has the creepy factor of some of the best light horror.

“What were the chances of you two finding me?”
(What indeed?)

“Time travel runs in the family”
“What do you mean, “Runs in the family””
“Great-grandparents – You asked if you knew me.” He gives her soldier Dan and Clara refuses – saying it’s a family heirloom, and he nods and says,
“yeah.” — There’s more to this story than the obvious…

Soldier DanIt could mean something else, but the most obvious thing to me is he’s related to her because he came from the connection to her timeline. Does this mean she’s Auntie Clara, or is she Granny? Or is that too obvious?

The creaking is ominous, the hull cools, low power, temp differentials, pipes banging.

“Who were you having dinner with?”

She avoids the answer, by asking if she needs to bring him for the doctor’s approval, he says he could check him out. She distracts him from her answer.

Bang, bang, bang!

The Doctor is curious and terrified and obsessed, wild and about to face down the fear. Could it be? When he starts saying the nursery rhyme, chilling becomes icier.

“What’s that in the mirror
Or the corner of your eye
What’s that footstep following
But never passing by?”
He unlocks the door

“Get in the TARDIS
I have to know
Doctor. Doctor
The TARDIS, Now”

Clara points out they know there’s something they can now leave and he is still doubtful, he says it could be air pressure. She reminds him that she can’t leave because it might leave him in danger and he snaps,

“Then you will never travel with me again, because that is the deal. TARDIS now! Do as you are told!.”

Here is the confirmation I have been looking for in the previous episodes that he is seriously concerned about her safety. Their dynamic is shifting to paternalistic, and I think it makes a nice change from the constant romantic stories everywhere. Positive male role models outside of “love interest” are rather thin on the ground.

“Perhaps they’re all just waiting,
Perhaps when we’re all dead,
Out they’ll come a-slithering
From underneath the bed.”

The door opens and we don’t see what he sees or does. He simply smiles into the darkness, the alarm goes off in the time ship that Orson captained, the air shell is breached and moments later, with the monitors going down (always when it’s important Clara rants) The doctor is getting sucked out into Space. We never find out if he comes face to face. He never says. Orson rescues him and brings his unconscious body back into the TARDIS. The cloister bells begin to ring – presumably heralding in the last moment of recorded time (thank you Douglas Adams).

Clara puts her hands into the TARDIS brains and the doctor wheezes – drawing her attention to him when she should be focusing, so it should be no surprise where they end up, but it’s still a delightfully shivery twist when you realise – a Moffat Loop.

By the way, the Special afterward was incredible, showing a feast of classic footage fleshing out the backstory, so do yourself a favour and watch it if you haven’t.

Unless Danny Pink turns out to be the Master (or the Rani) there is no reason to think that the Time Lord she visited was anyone other than Rupert (Danny) and the Doctor, Especially since she got her words directly from The Doctor pep-talking young Rupert Pink implying that he’d heard them before even though he didn’t yet know it. The Extras bear this out since we learn that he only passed the Academy tests on the second try with exactly 51%. He was never going to be a soldier.

This is so absolutely, beautifully, impeccably, marvellously, amazingly, bone-chillingly awesome in the way the rest plays out, repeating and balancing the interspersed time cuts from the beginning, into the end.


Clara flies the TARDIS via telepathic interface, and the Cloister bells stop when they arrive somewhere. Clara doesn’t know where and assumes it’s something to do with Danny, and encourages Orson to stay in the TARDIS with the unconscious Doctor.

She’s in a barn, hears sobbing, and moves toward it. The ominous bass strings add tension. “Rupert? Orson?” she asks, and receives no response.

We overhear two people, soft female, nurturing voice, and a harder male one. We learn that the boy is not going to the Academy, that “He’ll never make a Time Lord.”

RealisationThen the Doctor lurches awake, “Sontarans! Perverting the course of human history!” 

The first words of Tom Baker’s Doctor (Fourth) were, “Typical Sontaran attitude…stop Linx… Perverting the course of human history… I tell you, Brigadier – there’s nothing to worry about. The Brontosaurus is large and placid. And STUPID!”

Familiar dream?

Then we hear the Doctor call Clara, he alerts the boy on the bed who sits up and puts his feet down, then feels a hand on his ankle. I love Clara’s face when she realises what she’s done!

In her calmest voice, she removes her hand and soothes all our fears…

Foot under bed“It’s OK, This is just a dream, just lie back again, just lie back on the bed.” It will all be okay if you just lie down and get some sleep. Do that for me, just sleep.”

The boy must have been terrified, but listens. What Clara does is what they did with Rupert Pink earlier – acknowledges his fear. The boy lies down still sobbing quietly. Clara softly strokes his head.


Cut back to Orson and the Doctor in the TARDIS, Orson demands to know if the Doctor saw something, if there really was something there. He doesn’t get an answer because Clara arrives and suggests that it’s possibly nothing.

“What if the big bad time lord doesn’t want to admit that he’s just afraid of the dark?”

Do as youre toldClara implores the Doctor to not go outside and to never see where they’ve been. After a moment of stubbornness the Doctor agrees, he seems perceptibly calmer now, a little less fraught. Can he now remember the soft voice that reminded him about the value of fear at a point in his life when knowing that would be the most effective? Does he finally know what he’s listening for?

The Doctor insists that he doesn’t take orders, but seems to back down when Clara tells him to “Do as you’re told” (a silent acknowledgement that she knows what’s best for him in this instance, a mirror of earlier when he used the same words on her.) Although they are different, there’s equanimity between them now, balance and respect developed over the four episodes. He inexplicably trusts her. She him. They don’t always agree, but that’s okay.

This is just a dream
But every clever people can hear dreams, so just listen.”

Clara told Rupert earlier that clever people could hear dream – a combination of both the Teacher and the Doctor’s words that become a soothing panacea for the distraught young Time Lord to be, leaving a lasting effect.

“I know you’re afraid
But being afraid is alright,
Because didn’t anyone ever tell you
Fear is a superpower
Fear can make you faster
And cleverer and stronger”

GoodbyeWe cut to where Orson is returned back to his time line, happy, and he gives Clara a warm hug of gratitude. We still don’t know whether he’s family or not, but we know that there’s a connection through time travel. The emotive visuals and music enhance the feels of Clara’s monologue.

“And one day you’re going to come back to this barn and on that day you’re going to be very afraid indeed.”

We cut to a scene where John Hurt is dragging the device to the barn after deciding, “No More!”

Barn“But that’s ok
Because if you’re very wise, and very strong
Fear doesn’t have to make you cruel or cowardly…
Fear can make you kind.” 

Clara hugs the protesting Doctor, then the scene cuts to Clara ringing Danny’s doorbell. Cut back to the Doctor Listening in the silent TARDIS, looking calmer and more reflective.


Clara’s voiceover runs through the monologue, a repeat of the device used at the beginning – a nice way to round up an excellent episode.

“It doesn’t matter if there’s nothing under the bed or in the dark
So long as you know it’s ok to be afraid of it.”

Danny explains that he gets nervous… and Clara explains that she knows… and the scene goes back to Clara in blue, comforting the sobbing child.

“So listen. If you listen to nothing else, listen to this.
You’re always going to be afraid…
Even if you learn to hide it.
Fear is like a companion…
A constant companion, always there
But that’s OK”

Clara kisses Danny, subtext implying she’s no longer afraid. The images and voiceover give the context thoughtful layers.

“Because fear can bring us together.
Fear can bring you home.”

The Doctor underlines the word “LISTEN” on the board.

“I’m going to leave you something so that you’ll always remember… Fear makes companions of us all.”

Dan the Soldier Man
Dan the Soldier Man

Clara leaves the plastic soldier man with the Doctor – which is interesting because somehow it ends up back in little Rupert Pink’s box of soldiers sometime in the 1990’s future in Gloucester. Think of this – it travelled all the way to the end of Time itself before ending up with the Doctor.

Listen” is the fourth episode of the eighth series of the British science fiction television programme Doctor Who, written by Steven Moffat and directed by Douglas Mackinnon. The episode stars Peter Capaldi and Jenna Coleman, with Samuel Anderson guest starring.

The Verdict

Do as you're told
Do as you’re told

What a deeply satisfying story on so many levels! I don’t really think I have much in the way of any critique to offer because how can you improve on mastery? I know that every episode cannot be as epic as this one, because then what would we come to expect? Already the bar that Doctor Who has set for itself sky high, which might account for the fever pitched aggression of enraged fans when it falls even perceptibly short of it’s mark.

I have watched Listen several times, and each time I’ve loved it, this will be one to come back to for years to come. It might even be my number one favourite – but first week after is never a good time to make such hasty decisions.

Here, the Doctor comes into his own character, his relationship with Clara has settled into something special again. Although he’s alien, we now understand his fear and so we have an anchor for relating to him again.

Do as you're told
Do as you’re told

How angry is he going to be when he meets Danny Pink? We can only wait… however, I’m with Clara. She doesn’t know where the relationship is going, it’s best to find out first before complicating it with oodles of weird. If you were interested in someone, you’d hardly introduce them to your parents first before you decide where it’s going, would you?

I have a theory that the Doctor busy replaying his memories, rebuilding himself after all that trouble with the Great Intelligence tampering with his timeline by leaping into it and changing every positive outcome to negative, which was a rather large event that hasn’t yet been explored this season (to our knowledge).

No obvious links to the Promised Land this week, though the SB6 gear was an interesting use of orange.

Wave 1Is there more to Danny Pink than meets the eye? Why is he so inextricably linked into her timeline – almost in a similar way to the doctor?

Most importantly perhaps because we want to know the answer for when next we’re alone in the creepy dark, is there anything out there? I think so. We assume these things hide with malevolence because primally, instinctively we fear what we don’t understand.

So when you’re alone in the dark and you’re feeling afraid, remember that you’re never truly alone. We are interconnected in ways that scientific process has uncovered, but not yet fully explained, or found perfect ways to measure. There may be aliens, ghosts and cctvs cameras all around you watching you do the smallest thing and most of the time you’re safe. Except when you’re stranded at the end of everything long after the restaurant has shut. Then when you’re alone with only your thoughts to keep you company, you might want there to be something in the dark, listening.


© Screen grabs courtesy of the BBC
© Nicki Ki, All Rights Reserved 



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