[[quoteright:350:http://static.tvtropes.org/pmwiki/pub/images/Midnight_8344.jpg]]
[[caption-width-right:350:The Doctor, stuck in a bus with a race of stupid apes who [[WhatYouAreInTheDark abandon morality and reason in favor of their own selfish desires for survival...]] oh. [[TakeThatUs That's us.]]]]

-> Now listen, all of you, for all we know that's a brand new life-form over there, and if it's come inside to discover us, then what's it found? This little bunch of humans. What do you amount to? ''Murder''? [[WhatYouAreInTheDark 'Cause this is where you decide, you decide who you ARE.]]

A "companion-lite" PsychologicalHorror BottleEpisode by Creator/RussellTDavies, written as a contrast to the "Doctor-lite episode" that directly follows it.

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The Doctor and Donna go to an alien spa on a beautiful but uninhabitable planet called Midnight -- because, all world-saving and death-avoiding aside, they really are just travellers. Donna relaxes at the hotel while the Doctor goes on a little sightseeing tour to a waterfall made entirely of sapphires.

"WhatCouldPossiblyGoWrong" asks the Doctor.

What indeed.

The shuttle bus takes four hours to get to the waterfall. The Doctor very quickly decides to tamper with the [[MostAnnoyingSound truly awful]] in-flight entertainment system and befriends all the passengers instead. There's the haughty professor, his timid but clever assistant, a bickering married couple and their moody teenager ([[HeyItsThatGuy who]] [[RoleAssociation also plays]] Series/{{Merlin}}), a bored hostess and a newly single woman by the name of Sky Silvestry, who really hates being newly single.

The fun begins an hour or so into the trip. The shuttle bus stops for no apparent reason halfway to the destination and, because the local star doesn't emit regular sunlight but super-deadly radiation, they can't leave the bus. The Doctor convinces the crew to open the blinds for a moment, and the driver sees something running towards them from the horizon. Then something proceeds to bang on the sides of the bus, mimic the passengers' attempt at contact by knocking in response to their own knocks and finally rips off the drivers' side entirely. Sky freaks out, thinking that it's her ex-wife coming to kill her, and the creature is drawn to her screams... and possesses her.

Sky, hunched on the floor, starts talking. She repeats anything anyone says. The Doctor is intrigued, if a bit scared, and tries to make contact with whatever's inside her. It's only when Sky starts talking in ''sync'' with her fellow passengers that everyone realises they're in a horror story.

The Professor's assistant recites lines from Christina Rossetti's "Literature/GoblinMarket", which doesn't exactly make things ''less'' creepy. Also, Rose briefly shows up on a screen, screaming at the Doctor. [[Recap/DoctorWhoNSS4E5ThePoisonSky Again]]. He doesn't notice.

The Doctor still tries to befriend the creature, knowing there's a good chance that it's just scared, or curious, or trying to be nice. The passengers, however, take a vote to throw Sky into the sunlight. And while the Doctor tries to talk sense into them, the creature realises that he is the cleverest person on the bus, and begins talking in sync ''only'' with him.

And now, the entire BusFullOfInnocents is suspicious of him ''because'' of what are usually his strengths: his cleverness, his confidence, his take-charge attitude and the breadth and depth of his knowledge all mark him out as something other than human. Which he ''is'', and that's the most dangerous thing to be in a mob of terrified humans. Nothing a sonic screwdriver could fend off.

He never gets a chance to convince them otherwise, because they're all DangerouslyGenreSavvy -- just without the knowledge that the Doctor is this story's hero, making them WrongGenreSavvy in all the worst ways. Oh, and Sky is now talking ''before'' the Doctor talks. Some ingrained inhibition of the monster that held back its intelligence is passed to the Doctor, and he is forced to repeat everything ''she'' says, while the monster, now fully cognisant, pretends that Sky's completely back to normal. It's inside him, she says. It's inside him, the Doctor hears himself repeating. Cast him out into the sun, she says. Cast him out into the sun, the Doctor repeats. The people grab him and drag him towards the door. Molto Bene! Allons-y! she says. [[CatchPhrase Molto Bene! Allons-y!]] he repeats helplessly... which is when the hostess finally realises just what's going on, and sacrifices herself to throw Sky into the burning sunlight.

This isn't one of those times when the Doctor just gets up and [[Recap/DoctorWhoNSS4E9ForestOfTheDead pretends he's fine]]. He's deeply shaken.

Twenty minutes later the rescue team arrives, and the Doctor has learned a few painful lessons about mob mentality. This episode marks the beginning of a shift in the Doctor's attitude: he realises that while HumansAreSpecial, HumansAreTheRealMonsters when they get scared.

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!!Tropes
* AlliterativeName: Sky Sylvestry.
* AgentScully: The Professor insists throughout the entire episode that ''nothing'' can survive outside due to the absurdly strong radiation, despite all the evidence to the contrary. In the end, though, he's finally forced to admit that it must be something (though not without pressure from the others).
* AloneInACrowd: The Doctor at the end, sitting in the aisle of the bus.
* ArcWords: The Medusa Cascade, and a disappearing planet.
* BavarianFireDrill: Subverted. The Doctor does his usual thing with psychic paper, bluffing his way into the cabin and generally making it clear that he knows what he's doing... which leads the passengers to suspect he has something to do with the alien.
* BittersweetEnding: Big time. This episode does not end on a happy note as the best the Doctor can do is ensure the planet is abandoned before leaving as fast as he can with Donna. The creature is likely still out there and the Doctor remains decidedly shaken and traumatised by the ordeal.
** Made even worse by the fact that, even when River sacrifices herself in the [[Recap/DoctorWhoNSS4E9ForestOfTheDead preceding episode]], the Doctor can still at least ''pretend'' he's fine. Here? [[OOCIsSeriousBusiness He doesn't even bother]].
* BottleEpisode: Takes place almost entirely in a single room, with half the main duo off-screen. There is a minimum of special effects, most restricted to CGI scenery. And it's ''still'' one of the creepiest episodes ever.
* BreakTheCutie: The Doctor, and Dee Dee to a lesser extent. Here's hoping she told the Professor where to stick his research...
* BurnTheWitch
* BuryYourGays: Played with here by gay author Creator/RussellTDavies. Sky's ex-partner was female, and the hostess notably addresses her passengers as "ladies and gentlemen and variations thereupon".[[note]]This is presumably more because the passengers might not all be human; the Doctor isn't, for a start.[[/note]] Neither of these things is PlayedForLaughs -- it's just considered normal by everyone and never commented on. The fact that Sky dies isn't because she's not straight, but simply because within the context of the plot, the Doctor relates to her most and tells her he [[Recap/DoctorWhoNSS2E13Doomsday also lost someone recently]].
* BusFullOfInnocents: Horrifyingly subverted.
* CallBack: This isn't the first time [[Recap/DoctorWhoNSS3E742 the Doctor's been scared speechless]] by something he couldn't fight, and in the end, the Doctor both gives their companion a blank, fearful stare and brushes over the nature of the thing.
* CanOnlyMoveTheEyes: Victims of the... thing, eventually.
* ChekhovsGun: The Doctor's {{catchphrase}}s. They save his life by a hair's width.
* ContinuityNod: The Doctor says "Rose Tyler, Martha Jones, Donna Noble, TARDIS" in rapid succession.
** He also mentions a friend in another universe, which COULD refer to [[Recap/DoctorWhoS18E5WarriorsGate Romana and K9]] rather than [[Recap/DoctorWhoNSS2E13Doomsday Rose]], depending on how you take the ExpandedUniverse as canon, but as he's stated time and again that every Time Lord is dead, it's likely Rose.
* DeathInTheClouds
* DeathWorld: The "extonic" sunlight destroys any living creature within seconds -- ''in theory''.
* {{Deconstruction}}:
** As well as everything that goes wrong for Ten in this, nobody believes him when he says his name is "[[MrSmith John Smith]]".
** Has a similar plot to RTD's "[[Recap/DoctorWho2007CSVoyageOfTheDamned Voyage of the Damned]]", but handled very differently. Also goes a long way to turning over most of the hallmarks of the programme so far; the Doctor fails almost completely, we never learn anything about the alien (not even if it's actually dead or not at the end!), all the HumansAreBastards at one point or another, and there's no running up and down corridors to boot!
** Even {{Catchphrase}}s and a RunningGag get a dark twist.
** And the Doctor's usual methods of sorting out an alien problem, i.e. getting a close look at it, talking to it, backfire completely
** Also the Doctor's usual method of escaping the immediate threat of the alien problem, i.e. [[ArcWords running]], is rendered utterly impossible as he is confined for the entire story to a tiny shuttle in the middle of nowhere surrounded by solar radiation which would kill him in an instant should he try to leave, which means there is no escape when the passengers turn on him.
* DemonicPossession: Kinda-sorta. The way it's left ambiguous actually makes it even scarier.
* DevelopingDoomedCharacters: We spend five or ten minutes meeting the [[HumansAreBastards apparently]] nice other passengers before everything goes [[Literature/{{Discworld}} wahoonie-shaped]].
* DirtyCoward: The father is obviously trying to look manly to his family in the face of a threat. In doing so, he accuses an innocent man of doing something he didn't do on rubbish he grabbed from thin air, shouts down any rationality, and attempts to kill said man. Bravo, Mr. Manly.
* DrivenToSuicide: WordOfGod says that Sky planned to kill herself at the waterfall.
* EldritchAbomination: One theory for the nameless ''thing'' that succeeds where gods, demons, and monsters have failed in utterly '''breaking''' the Doctor.
* EnclosedSpace: Nothing can leave the bus without being destroyed by the sun.
* EvilGloating: This is the entity's undoing.
* FaceRevealingTurn: Subverted, which [[NothingIsScarier makes it even worse]].
* FightingFromTheInside: Presumably the reason the Doctor pauses and stumbles over words when the alien is making him repeat things, and ''certainly'' the reason he manages to hook his foot around the leg of one of the seats.
* {{Foreshadowing}}: When the Doctor knocks on the door, and the creature knocks back, count the number of knocks. Even the closed-captioning calls attention to this one.
* GoThroughMe: "If you try to throw her out that door, you'll have to get past me first!"
** So they do.
** Also, before the bus gets moving, the Hostess mentions that, should the need to use the emergency fire exit arise, "passengers [go] first", a dumb joke on the fact that the planet has no air. The Hostess is the only character (aside from the MonsterOfTheWeek) to actually use that door.
* HeHadAName: Variation. No one knew the hostess' name when the doctor asked at the end.
* HeroicSacrifice: The Hostess.
* HumansAreTheRealMonsters: Very uncharacteristic for this show, and especially this Doctor, who up until now has had a great love and admiration for humans as a species. The only people who don't argue against tossing him out are the professor's assistant (who doesn't do anything and is scared to the point of being useless) and the flight attendant, who is a bit of a jerk. This episode flips that all upside down, leaving the Doctor shaken and disturbed in the aftermath. It can be argued that the Tenth Doctor is never quite the same after this experience.
* IDontLikeTheSoundOfThatPlace: The planet Midnight. [[TemptingFate "What could possibly go wrong?"]]
* InvisibleMonsters: The creature that possesses Sky is never seen. A few shadows are seen from the cockpit, but not by the viewers, and that's all.
* IronicEcho: "Don't. Don't do that," is one for previous episodes.
* JerkassHasAPoint: The Hostess is the first one to recognise just how dangerous the possessed Sky could really be, and to insist that they throw it out of the craft; as Creator/RussellTDavies points out in the Confidential, she's proven absolutely right and that's really the only thing they could have done.
* {{Jerkass}}: The father, most of all. He suddenly, and angrily, insists the Doctor was there to lead them into a trap with zero evidence, and threatens the professor's assistant when she says otherwise, and keeps bellowing to prove his non-existent masculinity.
** It later turns out the reason why the professor only allows the student to help him is because he needs someone to carry around his stuff - in reality, he considers her "average, at best".
** The mother tries to save her hide by insisting she was with the Doctor the whole time after the entity is thrown out the airlock. The Doctor just angrily stares at her.
* JustAKid: Jethro's mother dismisses him as "just a boy" when his opinion differs from her own. Ironic, because she had ''just'' sought out his opinion and [[HumansAreBastards didn't dismiss him when he agreed with her.]] Especially ridiculous because he looks like he's at least seventeen (not to mention Colin Morgan was 22 when this was made, although he has yet to actually look his age).
* KickTheDog: The Professor gets one when he angrily tells Dee Dee that she's "average at best". Then it turns out ''she's right.''
* KnewItAllAlong: A non-humorous example at the end, when Val--one of the most vocal in insisting that the entity had left Sky--weakly claims, "I ''said'' it was her." The Doctor just shoots her down with a look.
* LadiesAndGerms
* LockedInAFreezer
* LeaningOnTheFourthWall: The whole spiel by the passengers on how suspicious the Doctor is.
* MadnessMantra: A brief one that shows how horribly rattled the Doctor really was.
--> "It's gone. It's gone. It's gone, it's gone, it's gone. It's gone, it's gone, it's gone..."
* MeaningfulName: Prof. Hobbes, named after Thomas Hobbes, the English philosopher who believed that "man is a wolf to man". Turns out [[HobbesWasRight he was right.]]
* MindRape: The terrified, utterly broken look on the Doctor's face will probably stay with you for a while.
* MissedHimByThatMuch: Rose appears on the television screen mere moments after The Doctor looks away from it.
* MouthfulOfPi: The Doctor rattles off the square root of Pi to an impressive length while investigating Sky's condition. The passengers find this almost as weird as her being possessed.
* {{Mundanger}}: Thanks to a little "push" from the entity, a tiny group of perfectly normal people come within a hair's breadth of killing the Doctor.
* NightmareFetishist: The Doctor is (initially) fascinated by the creature - of course, it backfires and alienates everyone else. "You do have a certain...glee."
** More disturbingly however is the fact that the insatiably and insanely curious Doctor shows zero interest whatsoever in finding out just what the hell the entity was after his ordeal, he just wants to get the hell out of there and for the planet to be evacuated and abandoned forever. To put this in perspective, this same Doctor was still intrigued by the mystery behind [[EldritchAbomination The]] [[{{Satan}} Beast's]] origins after his encounter with it, and even said that continuing to search for answers to questions such as these was part of what drove him to travel. But the Midnight entity so disturbed him he does not even want to think about it again.
* NoNameGiven: The Hostess. [[TearJerker Very pointedly]] lampshaded. Also in the credits she is just called "Hostess".
** Same with the creature. It is only known to the fandom as "The Midnight Entity".
* NothingIsScarier: Made all much worse because this is the ONLY enemy / creature in the show history that is never identified somehow.
** Not only that, but what makes so much worse is that we don't even know... if the creature is capable of spreading paranoia or if it was just [[HumansAreBastards human nature]].
*** We also have no idea if it's trapped on Midnight or if it can manifest in other places. And the way that the creature describes itself, speaking of being from the "Dark and the cold", is eerily similar to creatures like Death and Abaddon from ''Series/{{Torchwood}}'' and The Beast.
* NumberOfTheBeast: Jethro jokingly tells the creature "six-six-six" so it will repeat the number back to him as though it were a demonic force.
* OhCrap: The alien, after realising it's exposed itself to the hostess.
* OneWordTitle
* OutOfGenreExperience: The whole beginning of the episode seemed to play like a Hollywood romcom.
* PerkyGoth: Jethro. He wears leather cuffs and black nail polish.
* PsychologicalHorror: In hindsight, what made this episode creepy is a bit creepy in and of itself. The part where the entity halts the shuttle, knocks on the side, gets in (maybe), ''then'' rips off the cockpit... none of that was the really scary part. The scary part was just Sky (then the Doctor) repeating what everyone said then speaking in tandem with them- that mere act by itself coupled with [[HumansAreBastards humans being humans]].
* PsychoticSmirk: Dear Lord, but the creature pulls it off when its plan is working almost perfectly.
* ThePublicDomainChannel: The entertainment screens on the shuttle bus only show old black-and-white Earth cartoons, and music videos from the 70s. Unlike most examples of the trope, the characters are aware that they're old, and aren't especially entertained.
* RealityEnsues: To most other Doctor Who episodes. This episode deconstructs the stock summary of "The Doctor turns up somewhere,problem occurs, Doctor starts flaunting his knowledge and is instantly the leading authority". Instead, as is more likely to occur in real life, upon doing that in this episode - The Doctor is treated with distrust and suspicion. The [[NothingIsScarier villain]] uses this for an [[BurnTheWitch advantage]].
* RightForTheWrongReasons: According to Creator/RussellTDavies, the Hostess was ''right'', throwing Sky out as soon as possible was only thing they could have done, awful as it is. Instead of it coming off as a pragmatic ColdEquation justification, though, she seems scared out of her wits and suggesting it out of panic rather than reason.
* RunningGag: The usual humour of "No... no, don't do that" is pretty thoroughly murdered, though.
* SayingTooMuch: The entity really should have just stopped flaunting the fact that it had the Doctor's voice- if it did, [[NearVillainVictory it would have succeeded]]. Even if nearly everyone was too thick to notice Sky's sudden smugness, ''eventually'' the Hostess figures it out [[SomethingOnlyTheyWouldSay when she hears "Allons~y"]].
* ScreenShake
* ShoutOut: To Christina Rosetti's poem "Literature/GoblinMarket". It makes an already creepy situation ''even creepier''. The Doctor notes that it isn't helping.
* SmugSnake: "Sky" sounds ''way'' too smug for someone who's supposedly been freed of [[DemonicPossession alien control]]. The passengers really have no excuse for thinking the entity merely "moved on" to The Doctor.
* SomethingOnlyTheyWouldSay: "Allons-y!" and "Molto Bene!" finally tips off the Hostess that it's not Sky talking, it's the alien, stealing the Doctor's voice.
* StopCopyingMe: Played for every last drop of SurrealHorror.
* TemptingFate: Lampshaded by The Doctor:
-->"Taking a big spaceship with a bunch of strangers across a diamond planet called Midnight... ''what could possibly go wrong?''"
* {{Troll}}: Jethro decides to say "[[NumberOfTheBeast six-six-six]]" to the creature out of dark curiosity. He gets rebuffed by his parents for doing so and smiles for successfully pissing them off.
* UltimateEvil: The actual creature is never seen (with the only description being the Pilot saying he saw a "Shadow" running towards the shuttle) only its effect on Skye and The Doctor. And whatever the Doctor might have seen when "possessed" by it utterly terrified him in a way never seen before or since.
* WhamEpisode: HumansAreTheRealMonsters, the show briefly jumps off the deep end of the SlidingScaleOfIdealismVsCynicism, and everything the Doctor believes in is shattered to the core. Wham.
** Moreover the mystery of the entity, the creature that arguably came closest to breaking the Doctor in the entire series, is never solved and all the Doctor can do is try to ensure the planet is evacuated so the creature remains trapped there. In short, the entity managed to scare the Doctor into running away.
* WhamLine: "Do we have a deal?" Not for what was said, but because this is where the creature said it ''first.''
* WhatCouldPossiblyGoWrong: The Doctor gets this exact line in the teaser. He sounds like he almost ''wants'' something to go wrong when he says it. [[BeCarefulWhatYouWishFor He will regret ever wanting this by the end of the episode.]]
** [[CaptainObvious Doubles as]] TemptingFate.
* WhatYouAreInTheDark: The Doctor's argument, quoted above. Unfortunately, it doesn't take.
* YouLookFamiliar: David Troughton, son of Second Doctor actor Patrick Troughton, and eponymous monarch from the Third Doctor story "[[Recap/DoctorWhoS9E2TheCurseOfPeladon The Curse of Peladon]]", makes a guest appearance as Prof. Hobbes.
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