Doctor Who’s third episode, The Well, opens aboard a mining colony on a dead planet, where all but one inhabitant has mysteriously died.
The Well is a passable, slightly underwhelming entry, co-written by Russell T Davies and Sharma Angel-Walfall and directed by Amanda Brotchie. Revisiting heavily trodden ground, it struggles to reach the lofty heights of its immediate predecessors.
An unexpected sequel to one of Davies’ finest episodes, The Well, begins as a mystery: half the colony’s inhabitants have been shot, half assaulted, and, curiously, the mirrors in every room have been shattered. The sole survivor, Aliss Fenly (Rose Ayling-Ellis), begs for help, while the Doctor (Ncuti Gatwa), Belinda Chandra (Varada Sethu), and a team of troopers led by Shaya Costallion (Caoilfhionn Dunne) attempt to piece together what happened and how to stop it from happening again.
The episode’s texture is richly constructed, echoing the tone of Doctor Who’s 2008 run. Yet the storytelling, weighed down by too many familiar points of reference, ironically undermines its originality, a curious flaw for an episode born from Midnight’s legacy.

The Well, we learn, is an unexpected sequel to Midnight (2008). Widely regarded as one of Russell T Davies’ most remarkable contributions to the series and ranked among our Top 10 Doctor Who episodes, Midnight remains a masterclass in psychological horror and tightly wound storytelling.
Set entirely aboard a tourist cruiser, Midnight traps its characters and the audience in escalating paranoia after a mysterious entity possesses a passenger, mimicking and ultimately outwitting them. Each character’s fear defines them. The tension emerges not just from the creature but also from the mob mentality that erupts in its wake.
Importantly, Midnight’s horror is organic. When David Tennant’s Doctor forces the passengers into direct conversation, the creature’s manipulation of language becomes truly monstrous: the destruction of understanding itself.
By contrast, The Well feels too expansive. The mining base sprawls across multiple locations, from the central lobby to the crew’s cabins and the ominous mining pit, which dilutes the claustrophobic terror that Midnight so effectively captured. The sprawling setting feels closer to The Satan Pit (2006) or The Waters of Mars (2009), with a cylindrical pit/prison centrepiece and a base destruction climax that mirrors both episodes.

There’s a bitter irony: an episode about reflection becomes an echo chamber of the show’s past designs and threats.
Fans of Midnight will also recall that it was immediately followed by Turn Left, where the Trickster’s Brigade manipulated Donna Noble’s timeline. There, the presence of a beetle clinging to her back could only be perceived in reflections, much like the elusive threat in The Well. Rather than a focused sequel to Midnight, The Well feels like a mosaic of familiar ideas, each borrowed piece weakening the whole.
Ultimately, The Well never amounts to the sum of its parts. Nor does it attempt a deeper thematic conversation, as Midnight did so masterfully. Here, the abundance of troopers and firepower hints at the possibility of a commentary on gun violence, how, despite the widespread presence of weapons, violence only escalates. While a weaker thematic anchor than Midnight’s exploration of group paranoia, it would have given the episode a firmer voice.
Instead, The Well becomes trapped by its reflections and overreliance on the past. While it features striking cinematic moments, such as a birds-eye view framing the cast like a clock face, it ultimately lives in the long shadow of Midnight, struggling to assert an identity of its own.
Doctor Who: The Well is available for UK audiences on BBC iPlayer. New episodes are released weekly on Saturday at 08:00 BST on the streaming platform or broadcast later on BBC One. For viewers outside the UK, the show can be watched exclusively on Disney+.
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