Holistic Review: It's got a spooky atmosphere and a relatively novel resolution for a Doctor Who story, but its muddled message and defanged monster left me wishing for more.

Another creepy Doctor Who story with a one-word title: would it be more Blink or more Hide? As it turns out, Listen is very much Hide, in more ways than one. (In fact, I bet Steven Moffat was kicking himself that he didn't save the title "Hide" for this story; it would've been a better fit with 8.04 than it was for 7.10!)

One strength of all three stories — and arguably the biggest strength of the latter two — is their atmosphere. Like Hide, Listen builds tension through unsettling ideas, barely-seen frights, and spooky settings, especially during the scenes set in the West Country Children's Home, with its creaky corridors and things hiding under the bedcovers. On first viewing, I got chills more than once, notably at the end of the teaser and during those scenes in Rupert's bedroom.

However, right from the start, I wasn't completely sold on the idea of the monster, for three main reasons. First, I would argue that the most successful Doctor Who monsters are those which have one terrifying primary ability, with all the power and weakness that ability entails. When a monster displays a jumbled set of powers or attack strategies that don't seem cohesive, it feels less like a genuine creature and more like a plot device. For example, the Weeping Angels were initially such a success because they tap into one specific childhood fear: things that move when you aren't looking at them. This monster, in contrast, is variously theorized to be (a) what we're talking to when we're alone, (b) what causes the hairs on the back of our neck to prickle up, (c) the thing hiding under our bed, and (d) the thing making noises in the pipes. One of those on its own would've been perfectly fine; to use up so many, particularly the thing under the bed, feels like a waste of a good idea. (It's not the first time I've levied that criticism, either; I often seem to be wagging my finger at Moffat for using up his brilliant ideas on monsters that don't live up to them.) Second, the Doctor's rationale for its existence is weak. He asserts that the universe has never produced a creature whose perfected skill is hiding; but if he considers a cheetah to be a perfect hunter, and a pufferfish to have the perfect defense, then I could name any number of creatures who are equally good at hiding: flounder, octopi and peppered moths came straight to mind. Third, the monster's (hypothetical) motivation is left frustratingly vague, as the episode raises questions that it never attempts to answer. It starts out well, by presenting us with the creepy concept of a creature that evolved to hide so perfectly that we never even know it's there, so that it can follow us around all the time and listen to everything we say for presumably-malevolent reasons of its own... but nobody ever mentions what exactly it's supposed to be listening to, or for what purpose? (Knowlege? Entertainment? Gossip? Blackmail? Doesn't it have a life of its own?!) What's it hiding from, and why? (If it thinks we're such a threat, why should we be scared of it?) And if it's so determined to hide at all costs, why does it ever make itself visible? Why would it show itself to anyone, even young people, old people, insane people, or people who wouldn't be believed? What's to be gained by it revealing itself as a figure under a blanket, where it can be unerringly located by anybody in the room who's not currently under the bed? Surely, if it wants to hide, it would be just as problematic for anyone to know where it was, whether they can see its face or not? For that matter, we don't necessarily know this hypothetical thing must never be seen, we just know that it doesn't want to be seen.

So, all things considered, it's really just as well that the monster turns out to be nothing more than a product of the Doctor's overactive imagination (and ours). Which is also a nice message to send the kids: sometimes what you think is a monster really isn't a monster at all. It's the wind, or the house settling, or maybe the thing under your bed is actually darling sweet Clara. The downside is that this happy fluffy unmasking of the monster left me feeling dissatisfied in the same way I did with Hide. On second viewing, it was difficult to feel scared at all because I knew there wasn't anything to be scared of.

I am, however, grateful that Steven Moffat's script provides believable explanations for all of these strange occurrences, thus giving us a fairly unambiguous answer on the question of the monster's existence. I'd have been way more frustrated if we'd never known whether the monster were real, and admittedly it allows the episode to play with the conventions of the genre in clever ways. Because the script faithfully admits to us the actual cause of every strange occurrence, much of our fright is generated by the characters' wild speculations. And, for that matter, by our own gullibility. We all know that in a TV show or film, it's never just the wind, and besides, the Doctor has promised us monsters. Taking advantage of our innate faith in the Doctor in order to mislead us about the monster is such a wicked thing to do, and I have to admire the audacity. Moffat's script dismantles the monster as such:

• Creepy Mystery #1: the Doctor's chalk disappears from his book, and the word "LISTEN" appears on the chalkboard. (Answer: the Doctor wrote it and forgot he'd done it.)
• Creepy Mystery #2: the superintendent's television turns off when nobody is near it. (Answer: "It does that," he says.)
• Creepy Mystery #3: there's an unexplained figure sitting under the blankets on Rupert's bed. (Answer: it's one of the other children at the home. As Clara says, "So, is it possible that we've just saved that kid from another kid in a bedspread?")
  However: Rupert, who was facing the door at the time, insists that nobody else came into the room. The sound effects support this assertion, because when Clara entered, the floorboards were creaky and the door squeaked, but we never hear anyone else approach. So is it possible there really was a creature sidling into existence under the bedsheet? Then again, neither of them sees or hears the Doctor come in either.
• Creepy Mystery #4: the creature disappears before our eyes in a flash of light. (Answer: we don't actually see the figure behind Clara when it disappears, the implication being that the child was sneaking back out the door. The flash of light came from a reflection off the doorknob as the door closed, which is also why the the robe on the back of the door was swinging.)
• Creepy Mystery #5: what's outside the door of Orson's time-ship? (Answer: the Doctor assumes that Orson keeps it locked because there are malevolent creatures waiting, but as we see, the moment you open the pressure lock, the door starts to release because there's no atmosphere outside.)
• Creepy Mystery #6: what are the noises outside the time-ship? (Answer: we can assume Orson thinks something's outside because he's been all alone for six months and is going a bit mad. The Doctor gives us a litany of rational explanations: the systems are switching to low power, there are temperature differentials all over the ship, the atmospheric pressure is equalizing, and the hull is cooling.)
• Creepy Mystery #7: who hit the Doctor in the right temple? (Answer: a bit of flying debris.)
• Creepy Mystery #8: what's trying to get into the TARDIS? (Answer: nothing, it's just the rest of the air escaping.)
  However: why does the cloister bell toll? A lack of atmosphere outside the TARDIS shouldn't pose any danger to the ship.

So I'll admit to being impressed with the way Moffat pulled the wool over our willing-participant eyes in a way that's never been done in Doctor Who before. But am I happy that we've been led on a wild goose chase by the Doctor's runaway imagination? Not entirely. The problem isn't that the monster is nonexistent, but that its nonexistence is never justified. You can't just have a story where the monster was nothing but the Doctor's imagination running wild. That twist isn't enough to build a story on, unless it illuminates the Doctor's character in a new way, and in this case I don't feel it did.

Now, even a Doctor Who story with an imaginary adversary could easily be rescued if the message were impactful enough to make the storyline worthwhile. And, to Listen's credit, it's clearly trying to do exactly that, with a message about fear that gets sporadically reiterated throughout the episode. Unfortunately, I found it difficult to figure out exactly what the story was trying to say.

• Clara suggests that the catalyst for this entire episode was the Doctor's fear: "What if the big, bad Time Lord doesn't want to admit he's just afraid of the dark?" And yes, there's an element of that, in that the Doctor was probably travelling on his own for so long that he started ascribing meaning to random noises, feelings and possibly dreams. But that's not really "fear of the dark", that's the effect of loneliness. Besides, the way Clara says it, it sounds like she's implying that she's just witnessed the Doctor being afraid of the dark as a child. Yet it's pretty clear that the Doctor wasn't afraid of the dark at that age — he did, after all, run off deliberately to sleep alone in the barn, and he didn't demonstrate the tiniest bit of fear when Clara grabbed his ankle. His fear at that age was about joining the army when he wanted to study at the Academy.
• The Doctor tries to reassure Rupert that "fear is a superpower", and Clara later reiterates this speech to the young Doctor himself, but to be honest I didn't find it terribly convincing. He's right that you can certainly run faster when you're scared, but thinking faster is sometimes compromised by all the other chemicals coursing through your veins. Yes, fear can make you faster and cleverer and stronger, but it can also paralyze and debilitate you. And, as Clara hints, it can make you cruel.
• The scene of Clara comforting the Doctor is sweet, but her dialogue makes very little sense in context. All we know is that the Doctor doesn't want to join the army. So I don't understand why she tells him "Fear doesn't have to make you cruel or cowardly. Fear can make you kind." or "You're always gonna be afraid, even if you learn to hide it. Fear is like a companion." or "Fear can bring us together. Fear can bring you home." None of this has any bearing on the Doctor's situation, as far as I can tell. It sounds like Moffat is trying to weave together all the threads of his story into one grand speech, but I also don't see what bearing any of these lines has on the episode we just watched.

• The episode's "theme" of fear is further muddled by the introduction of several quasi-meaningful quotes about dreams, apparently as a way to reassure children that if your fear is caused by a dream, it's okay because dreams can't hurt you. "Do you know why dreams are called dreams?" Clara asks Rupert. "Because they're not real. If they were, they wouldn't need a name." (To which my response was: Eh? Plenty of real things have names. We call them "events" or "milestones" or "tragedies".) Then, when Rupert for some reason asks if you can hear [other people's] dreams, Clara's response is "If you're clever enough." This is all clearly nonsense. And it makes me question whether Clara can pull off being Doctory.

• The episode's B-plot concerns Clara's date with Danny, which Moffat also seems to be trying to weave into the overall theme. Danny's clearly nervous about going out with Clara, given that he keeps getting tongue-tied, but I think it's a bit of a stretch to claim that he's afraid of starting a relationship with her (and Clara, forward as she is, certainly doesn't seem to have the tiniest bit of apprehension). If he is, it doesn't affect their courtship in any way; he's not avoiding her or trying to push her away, Clara just flusters him in a way that she probably finds adorable.
• Finally, there's a very tentative suggestion, which I don't think was intentional, that our human fear of being grabbed from under the bed somehow originated from Clara grabbing the Doctor's ankle. But this makes no sense at all, so I prefer to interpret it as, the Doctor got obsessed with that particular human dream because the same thing happened to him when he was a child.

So what lesson are Rupert and the young Doctor — and all the kids watching — supposed to take away from the episode? That it's okay to be afraid, as long as you let the fear make you into a better person? Well, okay... that's a nice message and all... but I'd rather have it shown than told, and I don't see how a single character demonstrates it. Rupert's fear doesn't help him overcome the bed-monster; he just ignores it until it goes away. Danny's fear, if indeed he has any, doesn't help him woo Clara; she's the one who makes the moves on him. And we have no evidence whatsoever for how the young Doctor handles his fear about going into the army.

Until Clara's monologue, it wasn't obvious to me that Listen was supposed to be a story about fear. Up until that point, I'd have said that the episode was about "letting your imagination run away with you" or... I dunno, invisible gossip-monsters! Now that I know what the scriptwriter had in mind, I feel I should be able to look back over the story and pinpoint all the moments that bolstered this theme, but aside from the Doctor and Clara's speeches, and various scenes of people being afraid of unidentified sights and sounds, I can't find any. I think Moffat was going for an episode about different kinds of fear, and how it affects people, and how they can use it to their advantage. But all we really see is one type of fear: the fear of imaginary monsters. Nobody conquers their fear, or uses their fear to make them stronger. Nor do we see the flipside: people who allowed their fear to consume them. If you're going to do a story about fear, wouldn't you want a villain who was motivated by fear, and vanquished by someone who was afraid but used their fear to give them strength? That would've had some emotional heft. This, I think, unfortunately doesn't have the thematic strength that Moffat was aiming for.

The more I think about Listen, the more I realize that there are a number of plot elements that feel recycled.

1. Like most of series six, this is yet another story accompanied by its very own nursery rhyme.
2. The episode's initial post-titles sequence — which cuts back and forth between the date itself and Clara's embarrassed reaction afterward — is a direct lift from their first meeting in Into the Dalek, so the gimmick feels less fresh here. Maybe it was a deliberate choice, though, and will pay further dividends down the line, so for now I'll withhold judgment.

3. Listen practically feels like a sequel to Hide. Aside from the monster that's revealed to be not a monster, the plot involves the early days of human time travel — specifically, the Doctor and Clara rescuing a time-travel pioneer who's descended from people they've recently met.

4. I was happier with Listen when I thought that the idea for the monster was, if not ultimately scary, at least novel. We've had stories with monsters that turned out to be nice, but we've never had a story in which the monster was imaginary. And then I remembered Night Terrors, in which there was also no monster, just a scared little boy with alien mental powers. Or, for that matter, Fear Her, featuring a scared little girl with alien-boosted mental powers. Although in those stories, the children's mental powers could actually transform people in frightening ways, so I suppose the unique perspective of Listen is that there's nothing at all to be afraid of. (Except fear itself! Ahh, now that is a Buffy episode that successfully conveys the message I think Moffat was aiming for.)

5. Like Midnight, we don't know what this hypothetical monster wants, and we never get any sense of what makes the monster dangerous, so I didn't know why we were supposed to be afraid of it. There's a vague supposition that it might kill you if you try to see it, but the Doctor has already theorized that it didn't evolve with the perfect attack or the perfect defense, but the perfect ability to hide, so one assumes that would be its first instinct upon being seen. Besides, if it's been our constant companion and has never hurt us before, why would we expect it to go homicidal now?

Don't get me wrong, though. This is certainly one of Steven Moffat's best stories in a while. I find Moffat to be much, much better at human-interest stories, and small-scale creeps, than he is at the all-spectacle event stories, in which things happen just because they're exciting. Even though the disparate elements of Listen don't achieve a satisfying harmony by the end, you at least get the sense that the plot was carefully thought-out rather than slapdash, which gives it a huge advantage over certain other "freewheeling" stories I could mention. The story clips along at a quick pace, thanks to all the changes in location and time period. And even though I wasn't quite buying into her moral message, I found myself getting unexpectedly emotional as Clara comforted the young Doctor.

I found both the "invisible creature listening to everything we say" plot idea, and the "thing hiding under the bed" plot idea, to be really effective. It didn't hurt that I, too, have had that dream, when I was between 5 and 10 years old, although mine didn't unfold in quite the same way. At the time, my bedroom had two twin beds on either side of a window that looked out over our backyard. I slept in the bed nearest the closet, and the other bed was against the far wall. In my dream, I was standing between the two beds, and a hand reached out from under the far bed, grabbed my ankle, and dragged me under it, where I found myself face-to-face with Dracula. I've gone fuzzy on the details after that point, unfortunately, but he said something to me along the lines of "You look delicious." If memory serves, I screamed at the top of my lungs, and he very calmly said something which gave me the impression that nobody could hear my scream (or would know that I was in trouble). His exact words might've been "Good!", as if he were pleased with me screaming, but I might be mixing up my dream with a real-life incident when I had surgery at around two years old, and did not want to go, so I screamed when they put the anaesthetic breathing mask over my face. I remember being distinctly miffed when the attendant replied "Good" — didn't s/he understand that I was screaming because I was upset? — although I'm sure s/he was just satisfied that screaming would make me breathe in more knockout gas! Come to think of it, it's also possible that my Dracula dream was drawn from that real-life moment... if only I could be more confident about what exactly Dracula said to me! At any rate, the bed-monster of the story gave me immediate flashbacks to that dream, so when the Doctor actually mentioned that dream recurring throughout history, I was utterly rapt. (However, in all the adrenaline, it hadn't occurred to me until just now to wonder what connecton there is between these two plot ideas. What's the relationship between the invisible monster and the thing under the bed? How does the Doctor think that investigating this recurrent nightmare will help him track down the invisible monster? He never explains. Does the Doctor think that this invisible creature sometimes makes its presence known by grabbing people's ankles? Or does it have the ability to influence people's dreams, and puts the same nightmare in everyone's head? Or are the dreams just the mechanism by which our mind manifests our subconscious awareness of the creature's presence? Because in retrospect, as far as I can tell, they're entirely disconnected ideas.) Also terrifying is the blanket-covered figure on Rupert's bed, especially the creepy shot of it rising up in front of Clara, and the rattling sound effect adds to its menace.

Most Doctor Who stories are content to focus on one, or at most two, time/space locations. Listen diversifies to four — the distant past of the Doctor's childhood, Danny's childhood in the mid-1990s, the present day with Danny and Clara, and the end of the universe with Orson. From last week's teaser, I wasn't sure I was going to like the fact that it seemed to have some scenes set in a spooky house and some set on a spaceship, but in the end I didn't find it as tonally jarring as I'd feared, partly because the script makes us curious about each setting before we arrive, and partly because each of these segments gives us insights into one or more characters. We learn that the Doctor didn't want to join the army when he was younger, which no doubt has some bearing on his current feeling about soldiers, and that he starts to lose touch with common sense if he travels on his own for too long (which, to be honest, we kinda knew already). Clara tends to get carried away when she's angry, and regrets her harsh words after the heat of the moment. Danny appears to have grown up an orphan, and as a soldier he was rather a hero. The trouble with all this variety, though, is that because we keep shifting focus to different characters, the story itself appears to have no focus. That's not necessarily a bad thing if you want to tell an ongoing story that gradually develops a lot of characters, but Listen is meant to be a self-contained episode, and when there's no through-line in character or message, it makes it challenging to tie the story up with a cohesive moral and a neat little bow at the end. Still, as an exercise in storytelling, it defies conventions, and again I applaud Moffat for taking risks.

Even though it throws off the episode's focus, overall I have to regard it as a positive that Listen uses the pursuit of this nonexistent monster not for an action story, but as an excuse to delve into a character study of various castmembers. In Danny's case, we learn he eventually has children, and we learn just how sensitive he is about his soldiering background. Danny's not the only one who keeps putting his foot in his mouth; when Clara inadvertently implies that he's nothing but a trained killer, it motivates Danny to open up about (some of) what exactly he did in the military. I'm glad that he points out some positive accomplishments; who among us has ever built thirty-two wells for needy people? These details help to challenge Clara's preconceptions that the military promotes nothing but shooting people. The other main development for his character is his romance with Clara, which I'm really liking. The two of them are sweet together, and they definitely have chemistry. I don't know if it's a terribly good sign that they're already insulting each other, but it's definitely a good sign that they're both inclined to give swift, sincere apologies. It's nice to see a less easygoing side to Danny, too, although I can't quite believe I'm saying that, especially after his drill-sergeant introduction! We already knew, of course, that Danny isn't the smoothest talker, poor guy. The big date-for-drinks between Danny and Clara is scripted with exquisite awkwardness, which Moffat is so good at, and their conversation is naturalistic, especially the way Clara's temper lands her in hot water. Loved Anderson's delivery of "Dessert."

Danny's childhood is explored in a depth that's rarely afforded to Doctor Who characters, when Clara winds up steering the TARDIS to his childhood home. Or, to be more precise, to the children's home where he grew up. We learn that at some point, Danny changed his name from Rupert, and that he always felt a bit of hero-worship for soldiers. This raises a couple of questions, namely: what happened to Danny's parents? and does military service run in the family, or was Rupert's fondness for soldiers inspired by something else? Remi Gooding gives a great performance as young Rupert. He looks enough like Samuel Anderson to convincingly portray his younger self, and he sounds terrified when something sits on his bed while he and Clara are under it. I liked Gooding's delivery of "It's broken, that one. It doesn't have a gun." and the perplexed look on his face at Clara's explanation.

One of the story's big unexplained mysteries is: whose relative is Colonel Orson Pink? The strong implication is that he's a descendant of both Danny and Clara — meaning that they probably get married down the line — especially because, although he claims not to recognize her from family photos, and he doesn't seem to know who "Danny" might be when he first meets her, he insists on giving Clara his "family heirloom" figure, the implication being that it's not actually leaving the family. However, the timeline the TARDIS is following seems to be Danny's, not Clara's, so there's not necessarily any reason why they should be related. So it's possible that the great-grandparent who told him stories about time-travel is Danny. Notice that instead of referring to his "great-grandmother", he twice uses a gender-neutral term. Which again ties into those possible spoilers I heard.

In Listen, with the Doctor standing in for the jumpy children of the nation, Clara comes across as the sensible, capable one of the TARDIS crew. She even cultivates the ability to fly the TARDIS, as long as she uses the telepathic circuits. I've always been a sucker for the Doctor teaching his companions to fly the TARDIS, so I really liked this plot development. Clara continues to show off her natural rapport with children, immediately gaining Rupert's trust and alleviating some of his fears about the monster under the bed. We see her bravery, as she refuses to leave the Doctor in danger alone, and she doesn't hesitate to leave the TARDIS on her own to investigate what's outside. So overall, it's a strong story for her. I was really hoping we'd get to see some of Clara's childhood, and maybe see her parents again, but it's nice to get some background on Danny. Speaking of whom, during their date, Clara continues to be really forward! How is he supposed to respond to lines like "I like a man who moves fast." and "Ooh! A bold offer, Mr Pink"? Is she trying to unnerve him? Clara's dress, with its intricate design and shoulder cut-outs, looks great on Jenna Coleman, and I really like her diamond-shaped ring too. (Wait, diamond ring? Is that meant to be a hint?) There's a shot of Clara, just after the line "Nobody came in!", which makes her look like a dead ringer for Cordelia Chase, and I love her Teganesque pose as she flies the TARDIS solo. The twelfth Doctor continues to bring out the best in Clara's character, and Coleman's performance consistently rises to the occasion. Their two-hander scenes are always enjoyable. Coleman delivers a lot of great nuanced "Doctor!"s in this episode (when Clara finds the Doctor in her bedroom, when the Doctor leaves her outside the children's home, and when she's trying to persuade him to leave the time-ship). I loved her wide-eyed reaction to the Doctor's "Exactly.", Clara's nervous reaction when she accidentally spits out "Rupert Pink" (although what possessed her to say that in the first place?!), and her delivery of "So why did you bring me out here?!", and my absolute favorite: "Yeah. Come and... see all the dark."

Poor Clara (and, by extension, Jenna) is still getting mocked for her looks, but somehow it doesn't feel quite as malicious in this episode. The Doctor implies that Clara's makeup doesn't make her look any prettier, but he also isn't suggesting that she needs the makeup to look pretty, so that one can slide. Later, when Clara is surprised to see how she looks from the back, the Doctor replies "It's fine," as if it isn't great. But this, too, can be written off as his not quite understanding human standards of beauty, and misinterpreting Clara's appreciation as concern. Then, the Doctor describes future-Clara as "quite old and really fat-looking", but it doesn't seem to be a value judgment, just a comment on human aging. Next, there's this line, which can also slide because it's a witty reference back to two previous lines: "She's doing the all-eyes thing. It's because her face is so wide. She needs three mirrors." And finally, one last dig at Jenna's lovely doe eyes: "You must've seen it too, Clara, you've got eyes out to here." It's a fine line, but I think Moffat walked just the right side of it this episode. If the Doctor has to insult people to convey that he has no concept of human attractiveness, this is a significantly better way to do it.

It feels like the twelfth Doctor's character is beginning to solidify, with some noticeable traits that are particular to this incarnation, and some striking divergences from the others. It's easy to believe that the Doctor, left to his own devices for long enough, might go a bit stir-crazy and start fixating on things that are perfectly innocent. I'm reminded of his behavior in The Runaway Bride and The Waters of Mars; thankfully it appears that the twelfth Doctor, deprived of human company, doesn't get hard-hearted and full of himself, only twitchy. I also appreciate that the twelfth Doctor doesn't believe in lying to people, which makes him seem a bit more harsh than his predecessors, but also a bit more honest. And there's another point of character departure that I'd never quite realized until this episode. It would be difficult to imagine most previous Doctors playing a villain (except perhaps Tom Baker, but even then!)... but with Peter Capaldi, it's not difficult at all. This Doctor is not a man who immediately engenders trust in the people he meets, unlike practically all of his predecessors, and I really like it. I mean, look at the way he greets the superintendent with a rather threatening "Your door must be faulty." Capaldi is capable of unleashing a really creepy smile when he wants to, as after the lines "I think everybody, at some point in their lives, has the exact same nightmare!" and "What's under your bed!" On a more minor note, I'm just now noticing that the twelfth Doctor is developing two clear predilections: chalk, and coffee. These are lovely little idiosyncratic details to give him. Love Capaldi's delivery of "Come on, c'mon c'mon c'mon!", "Remember, you are flying a time machine!", "But don't think we have, 'cause the time zone's right!", his "Mmm!" at the coffee, "Loser.", "You too, Clara. Clara, your back, now.", "Get them under control!", the double-take the Doctor gives Clara when she implies that he has a sexy accent, and the scene of Clara hugging the Doctor despite his protests. (I was less convinced by "It's like you can slow down time!" and "I know!") I like the Doctor's ring, which gave me Hartnellesque vibes, and he gets a super cool shirt this week, which appears to be sparkling in the light! (Either that, or it has a lot of little holes in it? Or white spots, maybe?)

Oh joy, it's time for the...

SHUT-UP COUNTER: 4 1.   (20:41)   Clara: (to the Doctor) "Shut up. Leave this to me."   2.   (20:50)   Clara: (to the Doctor) "People don't need to be scared by a big grey-haired stick insect, but here you are. Stay still. Shut up."   3 — 4.   (41:55)   Doctor: (to Orson, distractedly) "Keep confusing me... What? Shut up, shut up! Where's Clara?"

We have a few more fun nods to the past this week: a mention that it could be "catastrophic" for Clara to meet herself, a double-reference to Robot and The Time Warrior ("Sontarans, perverting the course of human history!"), and Clara's line "Fear makes companions of us all." which made a lot more sense in An Unearthly Child than it does here. Best of all, I'm thrilled that the twelfth Doctor has re-acquired the seventh's ability to put people to sleep with a single touch. (And, intriguingly, he attributes it to "dad skills"!)

Murray Gold's music gives a definite boost to the atmosphere of Listen, even though there aren't any really notable moments in the score. I did like the music after the figure disappears from Rupert's bedroom, which sounds like a cross between Blake's 7 and a haunted house, and the Davisonesque music as the time-ship's door begins to open. In terms of sound effects, I like the dematerialization noise the TARDIS makes each time Clara links to the telepathic interface.

There aren't a lot of visual effects to speak of in this episode, but the standout is the beautiful effects shot of the planet's surface, lit by a dying pink sun. (Is the amount of pink in this episode, between the dying sun and Danny's shirt, meant to be significant?) The only iffy effect is that CGI pufferfish, which looks very obviously computer-generated. Turning to sets, the interior of the time-ship features some interesting details and smart set dressing, like the pocketwatch-style window shutters, the wall covered with devices that resemble ships' wheels, and the terrarium that implies scientists back in Orson's home time who want to study the effect of time-travel on plants. While I'm picking up on new details about the twelfth Doctor, the same also seems to be true for his time machine. I never noticed before that there are lights under the console that rotate while the TARDIS is in flight, illuminating different floor panels in turn. Very pretty! And they add loads to the atmosphere of the opening TARDIS scene, as the Doctor pontificates about monsters with his face alternately lit and in shadow. For that matter, it had also never hit me until this episode that nothing in the TARDIS column rises and falls any more; instead, flight through the vortex is indicated by the rotation of the drums in the ceiling. How long has that been going on and I never realized? I think I miss the comforting rise and fall, but it's a creative alternative!

Douglas Mackinnon's direction isn't flashy, but he's very skilled at using the camera to sustain the story's atmosphere and complement the script. For example, on my second viewing, I realized that Clara's line "a soldier so brave he doesn't need a gun" is clearly meant to be a reference to the Doctor, given that he's the only one in focus at the time. He includes some striking shots, like the opening shot of the Doctor sitting atop the TARDIS in space, and some appropriately creepy ones, like the blanketed figure walking up behind Clara. Mackinnon uses wide-shots of the TARDIS interior to great effect. I loved the funny shot of the Doctor and Clara trying to see each other around the central column, and the shot of Clara flying the TARDIS while Orson attends to the Doctor.

Minor points:

• The episode's opening shot had me really intrigued to know why the camera was panning up to the TARDIS roof. I was expecting something scary to be perched up there, although I suppose in some ways the twelfth Doctor fits the bill. Now I just want to know why he was up there... Lacking a nice tranquil Zero Room, perhaps?

• "Question," begins the Doctor. "Why do we talk out loud when we know we're alone?" And I thought, ahhh! Steven Moffat is finally going to provide a creepy in-universe explanation that justifies all those scenes of characters (such as the fourth Doctor) talking to themselves! Sadly, this did not pan out.

• The loosely-termed "dot" under the Doctor's question mark irks my OCD side.

• Ahhh, I'm happier now that the titles are staying onscreen for a moment after the episode fades in. That makes it feel like the opening sequence ends a bit less abruptly.

• I had the hardest time figuring out Clara's line "Though, do you take Courtney for anything?" Once I identified "Courtney" as a name, that really helped (but, given that she's never been named onscreen until now, might this be asking a bit much of the audience perhaps?)... and the rest of my confusion stems from the fact that we'd never use 'take' in that context in US English, but rather 'have'. (Well. Actually I suppose that sentence would be permissible in US English, but Danny's response would have to be something like "I certainly do; I take her for A FOOL!") This is fun, I love learning new details about UK English, whee! And I continue to wonder if Courtney's being referenced so often because she's going to become a more important character down the line and they're laying the groundwork, or if it's because they simply don't want to pay for too many speaking student characters?

• Why don't we get a shot of the waiter who brings their water? I'm intrigued... Maybe Mackinnon didn't want to distract our attention away from the close-up intensity of the conversation, but the mere fact of not showing his face makes us curious. (And Mackinnon does, after all, cut away from the conversation to show us a wide-shot of their table when the waiter leaves, which surely disrupts the scene's intensity equally.) Plus the camera deliberately repositions as he walks up, in order to keep him as much out of the frame as possible. Could he be someone who's going to be important later, who we just haven't met yet?

• I feel like the writers are doing a really good job lately of nailing the Doctor's alien nature through lines like these:

  Doctor: "Why do you have three mirrors? Why don't you just turn your head?"

• And of course this line, which is absolute perfection, thanks partly to Capaldi's delivery. I revel in the fact that the Doctor has gone from a hormonal-but-clueless thirteen-year-old to just plain clueless.

  Clara: "What are you doing in here?"
  Doctor: "You said you had a date. I thought I'd better hide in the bedroom in case you brought him home."

• "Bit early, aren't you?" asks the Doctor. "Did it all go wrong?" To which Clara replies, "It was a disaster, and I'm extremely upset about it, since you didn't ask." Uhhhh... what was "did it go wrong?" if not asking? Does Clara require a more specific, "How are you feeling after the conclusion of your date?" Or is she just chafing at the assumption that her date was a flop? (If so, she's doing a lot of chafing at assumptions tonight.)

• I'm still a bit uncomfortable about the implications of this line, but Coleman's delivery is killer:

  Doctor: "It's too late, you've taken your makeup off."
  Clara: "No! I haven't. I'm still wearing my makeup."

• What's that thing standing on top of the phone cubby on the inside of the TARDIS door? Looks like maybe a pencil holder? But if so, what's it doing there?

• Great line, with great ominous delivery by Capaldi:

  Clara: "How long have you been travelling alone?"
  Doctor: "Perhaps I never have."

• Another great line, this time capped off by a great delivery from Coleman:

  Clara: "It looks like your handwriting."
  Doctor: "Well, I couldn't have written it and forgotten, could I?"
  Clara: (scoffs) "Have you met you?"

• Why is the TARDIS telepathic interface so gigantic that it takes up an entire panel on the console? In the past, all the Doctor needed was one metal plate!

• There aren't a whole lot of plot holes in Listen, but one of them is this: how can homing in on the first time Clara had the nightmare of a hand under the bed reveal what was actually under her bed? It's just a dream, right? It doesn't necessarily mean something was under her bed for real that night. (Technically, I guess this isn't really a plot hole, since there is no bed-monster, but it seems like a hole in the Doctor's logic, at least! Though to be fair, it does work when the TARDIS latches onto his own timeline.)

• I wonder who was calling Clara when she was linked to the TARDIS? I assumed we'd see Danny call her later, but we never do. (Maybe it was Courtney! Or that waiter! Or maybe the waiter is Courtney's dad and they were both calling Clara for reasons we will learn are vital to the plot of episode 7!!!)

• I like Clara's explanation that we're afraid of monsters under the bed because we're afraid of things sneaking up behind us, and "the space under your bed is what's behind you at night." Well, except for stomach-sleepers. They have ceiling-monsters.

• If Clara's trying to reassure Rupert that the figure on the bed is nothing to be scared of, and she really believes it, then why doesn't she just yank the blanket off?

• Confronted by this scary monster, both Clara and Rupert seem quite happy to immediately turn their backs on it once the Doctor appears, and again when he asks them to turn their backs deliberately, even though the Doctor doesn't seem to have any idea whether this is actually a good idea. Generally I'm not a big fan of turning my back on the unknown thing that might eat me.

• I'm a bit surprised that Clara, even as angry as she is, doesn't hear the TARDIS materializing as she storms out of the restaurant!

• Note to self: Mimosa Kitchen & Bar is going on the list for my next trip to Cardiff. Especially since it appears that Bistro 10 from Boom Town has closed and been replaced by Bellinis. (They're very close together, though. If Bellinis is an acceptable substitute, I can make it a very short restaurant crawl!)

• I was more than a bit surprised that Danny gives Clara such a weak handshake! I thought for sure he'd be the "firm grasp" type.

• Ummm, didn't we just have this joke three episodes ago? Are they going to establish the joint nation of Browmouthia?

  Clara: "I've got a mouth on me. Seriously, it's got a mind of its own! I'm worried it wants to go solo!"

• Clara's just told Danny that she prefers his surname to hers. So what's with "Anyway, Clara Pink. Too much!"? That line would make sense coming out of the mouth of Rose Tyler, but not Clara Oswald. It gives the impression that Clara's suddenly decided she dislikes his name after all.

• I'm glad Danny thought to ask what happened to Clara's coat. I was wondering if he'd notice the discrepancy!

• Ahh, I wish they hadn't put a shot of spacesuited Orson in the trailer, or I'd have thought this guy was the Doctor, as I was clearly meant to. Still, could've been worse. At least the trailer didn't announce "This is not Danny, but rather his identical-twin descendant."

• What's the "something" Clara was going to be honest about? Sounds like she was about to spill "everything" to me!

• What with all the storming out, did either of them pay for their meal?

• It's fun trying to catch the dubbed-on dialogue of the other diners, as Clara leaves the restaurant. All I could make out was:

  Man 1: "He's, he's a nice guy, and..."

  Man 2: "He has a lot of money, too."
  Woman: "Seriously!"
  Man 2: "Yeah, yeah! He is, he's got a lot of money. I mean..."

  Woman 2: "He always is, don't you know."

  I find it interesting that all three groups seem to be talking about some mysterious dude. Think they might all three be the same (nice, rich, consistent) guy? ...THE WAITER?? I knew something was up with him.

• Why is Clara blaming the Doctor for her date going badly? He's the reason she was able to go back and immediately patch things up with Danny in the first place; her unwise slip of the tongue was her and only her mistake; and the appearance of the spacesuited figure didn't have a weensy bit of impact on Danny's decision to leave. As far as I can tell, the Doctor's only influence was to prevent her from chasing after him to apologize and explain.

• Why is Orson wearing the Doctor's Sanctuary Base 6 spacesuit? Didn't he get one of his own when he flew the time-ship? (In fact, Orson seems to be wearing this exact same spacesuit in the news clip, which makes no sense at all.) And either way, why would he wear the helmet out into an oxygenated atmosphere? Unless of course the Doctor told him it's imperative that he isn't recognized.

• What's the identity of this far-future planet where Orson and the TARDIS land? Could it be Malcassairo? (This raises an interesting point: it certainly can't be Earth, because Earth is destroyed long before the end of the universe. Which means that either Earth scientists have built a rudimentary TARDIS, or the ship has onboard guidance that programmed it to take Danny to the nearest available still-existing planet to his materialization coordinates. And that still sounds basically like a rudimentary TARDIS. Otherwise you'd think Danny would've wound up floating in deep space, unless space has by that point contracted and positioned this mystery planet exactly at Earth's previous coordinates.)

• Is it just me, or does this time-ship seem awfully spacious for only one person? Especially if they thought he was only going to next week. (Maybe all the extra space is taken up with the temporal equipment? But apparently they didn't outfit the ship with enough technology to enable Danny to make a return jump if necessary.)

• The 2100s seem awfully early for humans to be experimenting with time travel. I don't think it hit me as strongly in Hide because Hila might've been a one-off, but according to Listen, time travel appears to have been a major governmental undertaking. Why didn't the Time Lords try to stamp that out? I'm also not quite convinced that the timeline works out. Hila Tacorien, who was also a pioneer time traveller, was Alec and Emma's great-great-great-great-granddaughter, so she was probably born between 2095 and 2160, and time-travelling between 2115 and 2190, assuming a 20 to 30 year gap between generations, and that the Palmers didn't have their first child until 1980. If Danny is Orson's great-grandfather, then assuming Danny has kids by 2020 at the latest, Orson ought to be born around 2060 — 2080, and time-travelling around 2090 — 2110. Even that's on the conservative side, because if Danny heard time-travel stories directly from his great-grandparent, then either s/he was unusually long-lived or the previous generations must have had children at a young age. Is it possible that Hila's experiment was preceded by a government-funded initiative?

• What happens when they take Orson back to his own time, I wonder? How does it affect the time experiments? Maybe it's the relative success of Orson's mission that enables further experiments, like Hila's, to continue?

• Danny knows when Clara's lying to him, the Doctor knows when Orson's lying to him... I'm reminded of Outlander, which I've just started reading with Nancy, in which everyone can practically read Claire's thoughts because her face supposedly shows every little thing she's thinking. It's a bit of a stretch!

• I'm dying to know what else Orson said to Clara. Might it affect how she behaves toward Danny in the future? (Or, for that matter, might it have affected her decision to show up at Danny's place and plant a smacker on him?)

• When Orson goes outside to rescue the Doctor, how does he manage to stay upright against the evacuating atmosphere when the Doctor is barely clinging on?

• The introduction to the final act is clever: Clara's attention is distracted yet again, this time thinking of the Doctor, but because it's not obviously drawn to our attention like it was with Danny, we don't anticipate the plot twist. Bravo, Moffat and Mackenzie!

• As soon as the man in the barn said "Well, he's not going to the Academy, is he, that boy?", my jaw dropped. What a cool idea, to see a glimpse of the Doctor's childhood! It's nice to get more official confirmation that not all Gallifreyans are Time Lords, too. So are these the Doctor's parents? What's this army they were going to draft him into? (Presumably the same force that was fighting the Daleks in the Time War, but I assumed those soldiers were all Time Lords?) Who are the other boys in the house? (His cousins in Lungbarrow? Or is this meant to be a parallel with Danny's childhood in the children's home?) And the most pressing question: where is the house located in relation to the barn???

• What keeps the Doctor from going outside to find Clara? Does Orson prevent him from leaving? Clearly he's figured out that Clara isn't in the console room.

• On first viewing, I wasn't quite convinced by Clara's instinct to grab the young Doctor's leg. It seems like a weird decision to make, especially since it would probably frighten the poor boy out of his wits. But on second viewing, I thought, well, she certainly wants to prevent him from climbing out of the loft and seeing the TARDIS, or worse, going into it and meeting his older self. And I suppose he doesn't freak out because, although he was distracted with crying, he must've heard her climb up the ladder, talk to him, and then dive under the bed, so he knew she was under there and that she wasn't dangerous. (Though it's a bit odd that he would accept her assertion that "this is just a dream", especially since he remains wide awake and crying once he gets back in bed.) I also don't understand why Clara doesn't want the Doctor to know where they are — what does he care if they materialized on Gallifrey? (although it would be difficult to resist a rare chance to see his family again... maybe that's reason enough?) But I'm glad that she gets to use his patronizing "Do as you are told!" line on him.

• It is very nice that we get an explanation of why the War Doctor chose this particular barn, which is apparently not as much in the middle of nowhere as we thought. Also, the barn looks different now than it used to... was there a hayloft before?

• I thought Danny "didn't do weird"? Now here he is, chatting comfortably with Clara even though she still hasn't explained how she knows his real name.

• Why does Clara leave the little plastic soldier with the Doctor? He doesn't know what significance it has. Is she trying to encourage him to join the army?! Is she trying to hint to him that he too can be a soldier without a gun?

Even after four viewings, I'm still not totally sure how I feel about Listen. It's been a long time since I've been this torn about an episode of Doctor Who. I want to love it for its attempt to address deeper issues, its attempt to weave a complicated plot, its success in conjuring a spooky atmosphere, and its success in prioritizing character development over flashy action. I appreciate that it aims high, even if it doesn't quite get there. But I'm having a hard time getting past the confused plot themes, the occasionally meaningless dialogue, and the fact that the whole episode was a wild goose chase. I know I shouldn't feel cheated at the ending — as the Doctor would say, it's better to travel hopefully than to arrive — yet I feel egregiously manipulated. I'm afraid I've stumbled into Midnight territory again... another episode that everyone is raving about (if my FB feed is any indication) except me. I guess the best way to sum up Listen is to say: it does a few things thare aren't to my personal taste, but at least it's striving for greatness.