Doctor Who: “The Well” Stands Strong, But Falls Short of “Midnight” – 2nd Opinion, Take 1

Gustaff Behr reviews the third episode of Series 15.

When I first found out they were doing a sequel to “Midnight”, I honestly wasn’t sure what to expect. It’s such a powerful, masterfully crafted, cheaply made story that I can only bear to watch it every few years — that’s how good (and how harrowing) it is. Plus, it’s not even available on Disney+, so viewers who want to watch “Midnight” for the first time after seeing “The Well” are out of luck. As expected, the sequel can’t quite hold a candle to the original, but “The Well” does surprisingly well given the competition.

In fact, this might just be the best episode of the Gatwa era so far. There’s a lot to praise and very little to complain about. Most importantly, the writing finally doesn’t feel weighed down by some sort of heavy-handed message — it actually tries to entertain us rather than preach at us.

The only real criticisms I have are:

• Amount of times the 15th Doctor has cried: 15 across 13 episodes.
• 15th Doctor Saves the Day Counter: 2 / 13 episodes.

With this in mind, you could easily argue that this new era of Doctor Who has an anti-male agenda. After all, the main character is a man, yet he’s rarely allowed to actually play the hero. That honor typically goes to someone the audience has barely met. In this story, the Doctor’s refusal to abandon Aliss (the lesser of two evils, admittedly) indirectly results in the deaths of several soldiers — and, if the ending is to be believed, countless more.

That said, the characters, especially the Doctor and Belinda, actually feel like real people this time around. Belinda’s brashness is noticeably toned down, and I credit that to Russell’s co-writer, Sharma Angel Walfall. I also like to think it’s thanks to her that the Doctor finally gets called out for casually referring to random people as ‘babes’, a word that, much like ‘fam’ should be banned from fiction under pain of death.

The Doctor gets a few genuinely sincere moments, too. His early promise to Belinda in particular stands out and reminds us what this character can be when written with care; though it’s a little undercut by me yelling at the screen, “Why don’t you just travel to 25 May 2025 if you’re that concerned about Earth’s survival?”

The episode’s other standout is Aliss Fenly, and she’s brilliant. Rose Ayling-Ellis plays her with such heartfelt sincerity that it’s impossible not to feel for her. At times, the way she delivers certain lines even made me question if she was more than just an innocent victim. Her performance is wonderfully layered, especially in the quieter and more panicked moments, perfectly capturing the raw fear of someone struggling against an unseen, malevolent force. That said, it’s worth noting that she spends a good chunk of the story gaslighting everyone around her and selfishly insisting they take her home, despite knowing full well the risk she poses to them. Honestly, I wish someone had called her out for it.

A few smaller points also raised questions. One notable example: how exactly does Aliss know ASL (American Sign Language) when Earth and humanity supposedly died out thousands of years ago—before they developed advanced space travel? It’s the sort of nitpick that doesn’t ruin the story but does momentarily break immersion if you think about it too long.

One of the biggest concerns going into “The Well” was whether Russell T Davies would fall into the trap of overexplaining the Entity. Part of what made the creature so terrifying was precisely how little we understood it. And at first, it looked like that fear might be justified. Thanks to some early internet spoilers, I knew the Entity would be returning but the way it behaved here felt jarringly different.

In “Midnight”, its chilling, iconic method of mimicking speech was central to the horror, yet here, that trait is completely absent. Instead, the Entity now violently “yeets” people into the air. To its credit, the Entity has always been shrouded in mystery, which gives writers room to expand on its abilities and background. But at the same time, if you ignore the few pieces of lore that are established, it starts to feel less like a return and more like a brand-new monster slapped with an old name.

That being said, the episode absolutely nails the atmosphere. It channels a distinct Aliens vibe, with a heightened sense of claustrophobia and mounting dread. The musical score deserves praise for building a tense, suspenseful atmosphere without feeling intrusive. It reinforces the lurking terror without overplaying the horror and lets the fear slowly simmer.

One of the best little twists comes from the reveal that a second Entity may have escaped alongside Troopers 2, 7, and Aliss. Sharp-eyed viewers would have noticed the screen by the door during the escape, which clearly shows four life forms inside, even though only three are visible. It’s a brilliant, subtle detail that also recontextualizes the Entity’s behavior throughout the episode. Hiding on someone’s back wasn’t a biological necessity; it was a deliberate choice, creating a false set of “rules” for the characters to latch onto (pun intended) and ultimately be manipulated by.

In conclusion, “The Well” feels to “Midnight” the same way “The Time of Angels” felt to “Blink”: a spiritual successor in a new era of the show. It expands on an iconic monster with a bigger, more action-heavy story while keeping some of the original’s haunting DNA. It might not quite reach the legendary heights of “Midnight”, but it’s still a strong, suspenseful, and very welcome addition to the Gatwa era.