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Recap / Doctor Who S11 E5 "Planet of the Spiders"

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Planet of the Spiders
Written by Robert Sloman and Barry Lettsnote 
Directed by Barry Letts
Production code: ZZZ
Air dates: 4 May - 8 June 1974
Number of episodes: 6

"Is that fear I can feel in your mind? You are not accustomed to feeling frightened, are you Doctor? You are very wise to be afraid of me!"
The Great One

The One With… the very long chase sequence. And SPIDERS!!!

The final adventure of Jon Pertwee as the Third Doctor, rounding off his tenure after five seasons, twenty-four stories and 128 half-hour episodes. Also the last regularnote  appearance of Richard Franklin as former Captain Mike Yates. It is also the first story to introduce the term "regeneration" to refer to the Doctor's changes in appearance, and define many of the rules behind the process.

Sarah Jane visits her friend Mike Yates at a crypto-Buddhist retreat in the English countryside. Some of them have apparently been skipping meditation lessons to hang out in the basement and summon ENORMOUS FREAKING SPIDERS from Metebelis III, a world ruled by the terrifying things. As if enormous spiders weren't bad enough, these are enormous telepathic mind-controlling spiders, and one of them takes over a resident named Lupton and turns him into a spider-puppet. Naturally, they have designs on our world; but their chief aim at the moment is the recapture of a blue crystal prism thingy. Conveniently enough, the Doctor has just received one in the mail! It's from Jo Grant, who he gave it to back in "The Green Death".

Lupton follows Sarah Jane back to UNIT HQ to steal the Metebelis crystal, using mind-thrown lightning bolts to get past security. Awesome. Psychic powers so rarely come with offensive capabilities. A completely badass hovercar vs. helicopter chase ensues, but the guy gets away. The Doctor and Sarah Jane deduce who the thief must have been, and head back to the retreat—but by then Lupton has misplaced it.

The evil monks turn a mandala into a portal to Metebelis III, and Lupton goes through. Sarah Jane, who really should know better than to step into glowing circles on the ground, finds herself there as well. She tries to foment glorious revolution amongst the human proletariat, but their arachnid overlords promptly arrive to put an end to that. She is saved by the timely intervention of the Doctor—who's used the TARDIS and the crystal to get to Metebelis III himself—the spiders attack him, leave him for dead, and go back for reinforcements. Soon after, the Doctor and Sarah are both captured and end up back at Spider HQ, where they have obviated prison cells by the simple expedient of swaddling their prisoners in spider silk.

The Doctor wiggles out of his cocoon, frees Sarah Jane, and decides to put the crystal back into the cave where it was found in the first place, on the theory that it will placate the intelligence that spawned it. But the radiation will surely kill anyone who enters the cave! If only there were some brave hero willing to sacrifice his life to replace the crystal!

No, it isn't a hero that needs to complete this mission. It's an atonement for a past mistake from a humbled Doctor, despite knowing that this will be his last act to make up for being a self-serving codger for a sizable part of his life in this incarnation. He finally steps in and makes a Heroic Sacrifice to prove he has a heart of gold. Prepared for the worst, the Third Doctor decides to face his fears and endure the punishment for his greed that day he took the crystal. He finds the Great One wants her mental abilities to reach infinity, and she snatches the Metebelis crystal to complete its psychic web circuit as a keystone, which is now irradiating the Doctor to a devastating effect. Except, the Great One is so power blind she ignores the Doctor's warning that her mind can't handle that much power. When she foolishly activates the circuit anyway, the power intake overloads the Great One's brain, until she explodes, causing the rest of the Eight Legs to writhe in pain and die off. Visibly anguished, the Doctor stumbles back to his TARDIS, reeling from excessive radiation exposure.

The Third Doctor returns to Earth several weeks late from his departure. He quavers out the doors of the TARDIS, unable to even stand without huddling to the frame of his ship. Losing his strength, he falls to the ground faced down. The Brig gets a seat cushion to prop up his head while Sarah turns him over on his back, grieving at the sight of her Doctor's last moments. The poor gentleman is on his deathbed after getting lost in the Time Vortex. He weakly tells his companion what he had to do, but she won't accept his death. Starting to cry, the Doctor tells her "A tear, Sarah Jane? No, don't cry. While there's life, there's..." But the word "hope" does not escape his lips, as he dies, and Sarah closes his eyelids.

But the utterance of hope that the Doctor couldn't gasp out before his demise shows up in the form of K'anpo Rimpoche. Sarah learns the Doctor isn't so dead after all, because the wise Time Lord sees that his old friend needs a "push" to make his cells regenerate. Sarah didn't know what the Doctor meant by regeneration when he first spoke of it, and is a mite confused at what is going on. But the Brigadier has dealt with this change of appearance before. A bit diffused by the idea the Doctor is going to have a personality tilt again after two oft incorrigible faces, he resignedly says, "Well, here we go again..." Jon Pertwee fades away.

Oh, if only we had a Doctor that could start larking about the Pythagorean Theorem and let us know all was well. One who did not make us think his death would stick...

One who could, if he were to die, regenerate into arguably the most iconic Doctor of all time...

If only... If only...


  • Alien Among Us: K'anpo is actually another renegade Time Lord.
  • All Webbed Up: The spiders' captives are nicely webbed up in preparation for dinner.
  • Answer Cut: The Doctor asks Arak how the spiders came to Metebelis III. We then cut to Sabor telling Sarah that they came from Earth.
  • Attack! Attack! Attack!: Tuar. Definitely Tuar.
  • Author Appeal: The Buddhist themes were written into the story by Barry Letts, himself a practicing Buddhist. This came back to bite him slightly, as some Buddhists objected to the use of mantras and chants as a means to summon the spiders. It's also thanks to this that Regeneration was defined as what it was; an explicit parallel to Reincarnation.
  • Back for the Finale: Mike returns to redeem himself after getting booted out of UNIT for his betrayal in "Invasion of the Dinosaurs".
  • Badass Normal: Sgt. Benton. The mind-thrown lightning bolts instantly kill normal humans, and seriously inconvenience the Doctor. Benton takes two to the chest, and shakes it off with enough wherewithal to bring the car around. He also makes a damn fine cup of coffee.
  • Bathos: During an otherwise dour climactic scene, the Time Lord K'anpo Rimpoche appears, to help the Doctor's regeneration along. The Brigadier asks who the hell that is, and Sarah, in her grief, stumbles over her explanation, causing the Brigadier to respond with a sarcastic "Thank you. That makes everything quite clear."
  • Big Bad: The Great One.
  • Big Creepy-Crawlies: The Eight-Legs, especially their leader.
  • Book Ends: Jon Pertwee's run as the Doctor begins and ends with him stumbling out of the TARDIS and collapsing. Back then, he was angry at being confined to a small, primitive backwater planet like Earth. But when he reappears here, he tells Sarah that "the TARDIS brought me home," signifying the amount of Character Development he underwent over the course of his run. Tellingly, his next incarnation would express a greater outward appreciation for humanity than any of his predecessors, giving a Patrick Stewart Speech in his second story about the indefatigability of the species. The circularity of Pertwee's run is hammered in by the Brigadier recalling the events of "Spearhead from Space" just before the Doctor's final scene in this story.
  • Call-Back:
    • When the Doctor explains the workings of the TARDIS to Mike, he says, "You speak as if she were alive," and the Doctor replies, "Yes. Yes, I do, don't I?" This was the same thing Jo Grant said when the Doctor talked about the TARDIS having moods.
    • The Metebelis crystal from The Green Death makes a return, complete with a letter from Jo Grant.
    • Although it isn't explicitly stated, it's widely assumed that K'anpo is the hermit the Doctor remembered in the "daisiest daisy" monologue in The Time Monster.
    • Just before the Doctor returns from defeating the Great One, the Brigadier recalls the Doctor going AWOL on him after the events of "The Invasion" before returning in "Spearhead from Space" with a completely different appearance.
    • Parts of the dialogue in the final scene echo the sequence in "The Monster of Peladon" where Sarah Jane thought the Doctor had died ("A tear, Sarah Jane?" and "Where there's life there's—").
  • Chekhov's Gun: While it's quite clear from the start that the Metebelis crystal is the MacGuffin of this story, we didn't know so back when it first appeared.
  • Chronic Backstabbing Disorder: Lupton and his spider engage in this.
  • Cold-Blooded Torture: Again, Lupton and his spider take turns mentally inflicting this on each other.
    "Say please!"
  • Combo Platter Powers: When the spiders possess people, they give them Psychic Powers and the ability to shoot bolts of lightning from their hands.
  • Commuting on a Bus: Jo sends the blue crystal along with a note.
  • Contemplate Our Navels: A rather literal example. When Mike Yates first brings Sarah Jane in and they look in on some of the actual meditation.
    Mike: They're just meditating. Watching.
    Sarah Jane: So what are they watching?
    Mike: They're mentally watching their tummies. Go up and down as they breathe.
    Sarah Jane: Like contemplating their bellybuttons?
    Mike: You could put it like that.
    Sarah Jane: Well, I hope you all know what you're on about.
    Mike: Probably seems a bit daft. It's an exercise in awareness really.
  • Deceptive Disciple: Lupton to K'anpo
  • Dies Wide Open: Sarah Jane does this to the Doctor.
  • Dirty Old Man: Lupton mockingly blows a kiss to Sarah after one of the Eight Legs' guards knock her out with his crystal staff, suggesting this.
  • Distracted by the Pretty: Tommy.
  • Double Take: Sarah Jane gives a quite incoherent explanation of her discovery of the spider summoning ritual, and the Doctor doesn't really listen. That is, until he realises she's talking about spiders.
  • Driving a Desk: While most parts of the chase scene look good, the Whomobile part looks... off.
  • Dumbass No More: Tommy thanks to the Metebelis crystal.
  • End of an Era: The Pertwee era comes to an end.
  • Face Your Fears: The ultimate premise of this story for the Third Doctor. In almost every one of his stories, he's remained in control when facing a greater enemy, and has never bowed to fear even when he was forced to relive it. This is the one time when he isn't just scared to face the villain- he's tremendously terrified. That out-of-character moment should let you know this story is going to be heavy.
  • Face Death with Dignity: The Doctor.
  • Flower Motifs: Tommy is introduced showing off a 'pretty flower' and reads books about children watering the flowers, the Doctor's machine for reading minds is called an IRIS, virtually every set features them and Sarah wears daisies on her lapel during the final regeneration.
  • "Flowers for Algernon" Syndrome: Subverted: Tommy gains normalised intelligence through handling a Metebelis Crystal, and gets to stay that way at the end of the story.
  • Flying Car: The Whomobile.
  • Foreshadowing:
    • Long before any of the giant "eight-legs" appear on screen, Yates is startled by an ordinary spider while spying on Lupton's ritual.
    • The Doctor's discussion of regeneration with K'anpo Rinpoche. It is a warning of what is to come. Also, K'anpo regenerating, which is a decoy plot twist that makes the viewer think this point was dealt with, before the real kicker sets in and the Doctor is the one regenerating.
    • Early in the story, the Brigadier calls for "Dr. Sullivan" when the Doctor appears to have gone into a coma, but cancels the request after Benton manages to wake him. In the following story, Sullivan actually shows up and becomes a companion.
  • Forgot About His Powers: At one point, there's a lengthy chase scene involving a car, a hovercraft, and two boats... only for the villain to suddenly remember that one of the powers given him by the spiders is the ability to teleport. He disappears and the chase is over.
  • From Nobody to Nightmare: Rex Lupton was a former salesman and manager for 25 years who was embittered when his company fired him after going through a merger where the new boys in charge ousted the old buffers.
  • Giant Spider: Lots 'n lots. Taken up to Eleven by the Great One: the others are the size of cats, but she is the size of a large house.
  • A God Am I: The Great One's desire is to use a web of Metebelis crystals to give her infinite power and intelligence, making her the ruler of the universe.
  • God Save Us from the Queen!: The queen of the Eight Legs and the Great One act as the rulers of Metebelis III, and impose an authoritarian regime that makes slaves out of the planet's human residents.
  • Gone Horribly Right: The Great One's plan is to gather all the blue crystals on Metebelis III and use them to become godlike. She eventually gets those crystals and all the power that comes with them, only to be painfully destroyed thanks to her not being able to handle that much power at once.
  • Grand Finale: To the Jon Pertwee era as a whole. It features a mention of Jo, the longest-lasting companion from Petwee's tenure, a Call-Back to "Spearhead from Space", Pertwee's first story, and Mike Yates' return, additionally acting as a loose sequel to "Invasion of the Dinosaurs" and "The Green Death".
  • Here We Go Again!: Said verbatim by the Brigadier when the Doctor regenerates.
  • Hulk Speak: Tommy, before his mind-boost from the Metebelis crystal, speaks with simple syntax and a tendency to refer to himself in the third person.
  • Humans Are Psychic in the Future: The Doctor explains Professor Clegg's abilities to be a premature emergence of dormant psychic ability.
  • "I Know You're in There Somewhere" Fight: The Doctor, to spider-controlled Sarah Jane.
  • Incorruptible Pure Pureness: Protects Tommy from the spider-people's lightning bolts.
  • Insistent Terminology: The spiders prefer to be called "eight-legs". They prefer it so much, in fact, that using the word "spider" on Metebelis III carries a death sentence.
  • Inspirationally Disadvantaged: Tommy, a mentally disabled man with a taste for "pretty" objects. As K'anpo Rimpoche explains, he represents innocent goodness in the story's Buddhist symbology, to the point where his innocence protects him from the Eight Legs' lightning powers.
  • Killed Mid-Sentence: The Third Doctor perishes while consoling Sarah Jane.
    Sarah Jane: Please... don't die...
    The Doctor: A tear... Sarah Jane?... Don't cry... While there's life, there's... *dies*
  • Kneel Before Zod: The Great One uses her telepathic powers to torture the Doctor into spinning around in circles as a means of both messing with his head and humiliating him.
  • La Résistance: The Doctor and Sarah-Jane help organize a slave revolt on Metebelis III to take down the Eight Legs.
  • Lampshade Hanging: The Doctor's opinion to getting captured, then fighting off guards, only to be recaptured, is "Oh dear, this is getting monotonous." Which is pretty much a summary of the vicious cycle of Paddinginvoked applied to most of the stories over the course of his Doctor's whole era that are at least six episodes long, and a thinly veiled quip regarding why Jon Pertwee is leaving the show.
  • Large Ham: The Great One toward the end.
  • Left for Dead: One of Huar's guards was attacked by Arak and left to die for being unreasonably cruel, setting into motion the second half of the story.
  • Leitmotif upon Death: The show's main theme is quoted in the final seconds of part six, when the Third Doctor regenerates into the Fourth.
  • Load-Bearing Boss: Crossed with Made of Explodium. When The Great One dies, her underground lair explodes, which brings down half the mountain it's beneath.
  • Lost Colony: The human colony on Metebelis III.
  • Magicians Are Wizards: Clegg is a stage magician with real psychic abilities.
  • Magical Security Cam: A psychic character is hooked up to device that shows his thoughts and is given the Doctor's sonic screwdriver. The device then shows footage from an earlier episode where the sonic screwdriver is used. Of course, some of the footage isn't from the point of view of the Doctor or the sonic screwdriver.
  • A Mind Is a Terrible Thing to Read: Professor Clegg has psychic powers, including the ability to read the memories associated with the objects he holds, and it drives him insane before the story even begins. Eventually, he suffers a fatal heart attack from reading the Metebelis crystal's memories, resulting in him seeing mortifying visions of the Eight Legs.
  • Mineral MacGuffin: The Doctor's Metebelis crystal, which the Great One needs to complete her web and become a god.
  • Mood Whiplash: In Part 4, the Doctor is left weak for half the episode from being zapped by psychic electricity, with everyone worrying he's had it. But after he discharges the psychic energy, come next morning, when everyone else is all worn out:
    The Doctor: Wakey, wakey! Rise and shine! Show a leg, the weather's fine.
  • More Expendable Than You: Benton tries this in Part 2. The Doctor shoots him down immediately.
  • My Skull Runneth Over: The ultimate fate of the Great One when she learns that she can't handle infinite mental powers. And by extent, the rest of the Eight Legs who are linked to her mind.
  • The Nth Doctor: Somewhat lampshaded when the Brig recalls that the Second Doctor became the Third Doctor. K'anpo also regenerates at the end of the story. This serial is also the first to explicitly refer to the process behind this trope as "regeneration" (having been vaguely referred to as a renewal and changing one's appearance during the Second Doctor's run and most of the Third's) and the first to explicitly confirm that it's a normal procedure for all Time Lords rather than just the Doctor, with both traits sticking for the rest of the series.
  • Names to Run Away from Really Fast: Huath, the Queen spider, is Old Irish for "fear".
  • Negate Your Own Sacrifice: The Doctor sacrifices himself by confronting the Great One, which results in him becoming horrifically irradiated by her crystal web. In the serial's closing moments, he returns to Earth and appears to drop dead, only for K'anpo Rimpoche to show up and reveal that the Doctor isn't dead and is just going to regenerate again, following a little "push."
  • Noodle Incident:
    • It's mentioned that the Brigadier once somehow earned the gratitude of a woman named Doris. In "Battlefield", it's revealed "she finally caught him" and they are now married.
    • The Doctor frees himself from the webbing using a trick he learned from Harry Houdini.
  • Not Listening to Me, Are You?: The Doctor is more interested in the Metebelis crystal than in Sarah Jane's story about a summoning ritual in the monastery. She calls him out on it, not that it helps. Until she mentions a big spider...
  • Not Now, Kiddo:
    • When Tommy finds the crystal after it was stolen by Lupton, he attempts to show it to Sarah Jane, but she brushes him off because she's in no mood to be distracted from trying to figure out what Lupton has done with the crystal.
    • Shortly afterward, when Tommy tries to tell the Doctor and Yates what has happened to Sarah Jane, Yates also brushes him off but the Doctor recognises he has something important to say.
  • Not-So-Phony Psychic: Professor Clegg is a real psychic who disguises his talent as a magic trick.
  • O.O.C. Is Serious Business: As lampshaded by the Great One re the Doctor. A Giant Spider than can use a Time Lord as a People Puppet is no ordinary Monster of the Week, and even the Doctor is frightened of her.
  • Ominous Tibetan Chanting: ("Oṃ maṇi padme hūṃ!") is used to summon the giant spiders.
  • One-Gender Race: The spiders, apparently.
  • Phlebotinum Overdose: The Great One assembles a web of crystals that contain power—but when she completes it, the power destroys her. Also meant as a metaphor for the ego. Said crystals are psychic super amplifiers so not just a metaphor, her ego is the power that destroys her.
  • Poke in the Third Eye: Clegg's death, apparently due to using the crystal while the spider is coming across.
  • Power Crystal: The Metebelis Crystal.
  • Psychic Powers: The Great One is powerful enough to strike fear into the Doctor.
  • Puppeteer Parasite: with some remaining free will. Lupton in particular finds himself able to telepathically torture his spider right back when she tries doing it to him.
  • Reflexive Remark of Reverence: Whenever the Great One is mentioned.
  • Retcon: The show had only depicted regeneration twice before, and both times it was something that could only happen through artificial means (the Second Doctor described it as "part of the TARDIS" in "The Power of the Daleks", while his regeneration into the Third Doctor was forced on him by Goth in "The War Games"). Here however, regeneration becomes a biological process present among all Time Lords, this being at the end of an era that gradually did away with the idea of them simply being a highly-advanced group of futuristic humans.
  • Rule of Symbolism: Barry Letts intended this as a Buddhist allegory — the Doctor's arrogance and thirst for knowledge causes a problem, so he must destroy his own ego to become a new man.
  • San Dimas Time: Events take place on 20th Century earth and on a distant planet in the far future, with lots of time/space travel between the two by multiple methods, but somehow all the events happen "in story order" on screen, with no exceptions. The time zones might as well be places.
  • Set Right What Once Went Wrong: The Doctor, realising that his arrogance and hubris caused this mess, is determined to put things right, even if it means dying in the process.
  • The Shangri-La: The bulk of the story's earthbound segments are set in a Buddhist monastery.
  • Shock and Awe: The spiders have this power, and so have the humans possessed by them.
  • Shout-Out: When Tommy has his mind opened the Metebelis crystal, he practices his improved reading skills by grabbing a book from the monastery library and reading the first verse of William Blake's poem "The Tyger".
  • Simpleton Voice: Tommy has this ailment until the Metebelis crystal heals his mind, enabling him to increase his intelligence.
  • Spiders Are Scary: The Eight-Legs of Metebelis III. Mutated by blue Metebelis crystals from Earth spiders that stowed aboard a colony ship, they eventually grew to several inches across and gained mental powers that allowed them to dominate (and occasionally eat) humans. Their supreme ruler The Great One became a true Giant Spider, many yards across, and attempted to take over the universe. You can probably guess how that turned out for her.
  • The Starscream: Lupton's spider to the Queen.
  • Stay in the Kitchen: Arak to Reba in Part 5.
  • Taking the Bullet: Mike jumps in front of energy rays meant for Tommy.
  • Tempting Fate: The moment Sarah Jane believe The Doctor is gone for good, the TARDIS re-materializes at UNIT.
  • Time Master: Unlike other Time Lords, K'anpo has developed his Psychic Powers to the extent that he can, among other things, travel through time and space without the need for technology.
    K'anpo: I wouldn't have chosen your alternative. To borrow a TARDIS was a little naughty, to say the least.
    Doctor: Yes, well, I had to get away. I hadn't your power.
  • Tulpa: Cho-je turns out to be a tulpa of K'anpo's next regeneration, projected by the physically frail K'anpo to deal with his students and avoid awkward questions from the humans about his regeneration.
  • Two Aliases, One Character: Cho-je and K'anpo Rinpoche are the same entity, with Cho-je serving as a sort of future projection of K'anpo that merges with him for his regeneration. Since Sarah Jane is unfamiliar with regeneration, she understandably gets the two confused at the end:
    Sarah Jane Smith: This is the abbot of— no, it's Cho-je. I mean, it looks like Cho-je — but it's really K'anpo Rinpoche ... I think.
    Brigadier Lethbridge-Stewart: Thank you. That makes everything quite clear.
  • Two of Your Earth Minutes: Arak (a human inhabitant of Metebelis III) tells the Doctor (a Time Lord from Gallifrey) that his ancestors were human colonists who crashed on Metebelis III "433 Earth years ago".
  • Uplifted Animal: The Eight Legs are ordinary Earth spiders who gained intelligence and psychic abilities after prolonged exposure to the blue crystals on Metebelis III.
  • Unwitting Instigator of Doom: Discussed; while the Doctor's taking the sapphire from Metebelis III in "The Green Death" may have been instrumental in saving the world from BOSS in that story, it also meant that the Eight Legs were able to amass just the right amount of sapphires to grant themselves enormous power. Had the Doctor not taken the sapphire, then the Eight Legs would have blown themselves to kingdom come before they could become a problem for anybody.
  • We Can Rule Together: A justified example; once the spider possessing Lupton realises he can't be controlled so easily, they work together to achieve their respective goals. It helps that they are seeking power on different worlds, instead of competing for power on one.
  • We Will Use Manual Labor in the Future: The Eight Legs enslave the descendants of the human astronauts who unwittingly brought them to Metebelis III.
  • Welcome Back, Traitor: Although Yates doesn't actually rejoin UNIT, Sarah and the Doctor are awfully trusting of him, considering that the last time they saw him, he tried to Ret-Gone most of the human race.
  • What Happened to the Mouse?: Mike Yates is never seen or mentioned again after he recovers from being blasted by energy.
  • What the Hell, Hero?: K'anpo does this, controversially, but the Doctor did provoke the whole mess by stealing the crystal, and his reaction to getting Professor Clegg killed is pretty cold.
  • Why Did It Have to Be Snakes?: The Doctor has to face his worst fear — a giant psychic spider. She's a homicidal alien despot, but the writer of the script, Robert Sloman, was a terrible arachnophobeinvoked and the similarity to arachnophobia was very intentional.
  • The X of Y
  • Yellowface: The serial has two Tibetan-appearing Time Lords played by white actors in makeup, with a fairly excruciating Asian Speekee Engrish accent in one case. The portrayal of the character is fairly respectful, but it's still quite painful to watch nowadays.
  • You Shall Not Pass!: Tommy defends the Doctor, Sarah and the crystal against Lupton's followers.

"A tear, Sarah Jane? No, don't cry. While there's life, there's..."
"Look, Brigadier! Look! I think it's starting!"