Warning: Spoilers ahead forDoctor Whoseason 15, episode 3, “The Well.“Ncuti Gatwa’s Fifteenth Doctor admits to something inDoctor Whoseason 15, episode 3, “The Well,” that confirms a theory I’ve had about the Time Lord since a 2008 episode withDavid Tennant’s Tenth Doctor. As it turns out,“The Well” is a surprise sequel to “Midnight,“which is one of my favorite episodes of the show ever.“Midnight” shows a side of the Doctor I’d never seen before, or at least never quite to such a degree.
Now, with Ncuti Gatwa leading theDoctor Whoseason 15 cast, my suspicions about Ten’s mindset in the 2008 installment are confirmed. Fifteen’s battle againstDoctor Who’s unnamed Midnight Monsteris a brilliant tribute to the David Tennant adventure while also serving as a worthy continuation. Rather than moving ahead as its own story,“The Well” manages to reference “Midnight” brilliantly, including a big reveal about what Ten was feeling at the time, and how every adventure since has compared.

I Always Felt Like The Tenth Doctor Was Absolutely Terrified In “Midnight” & “The Well” Confirms It
The Doctor’s Unexpected Reunion Comes With A Harsh Truth
“Midnight” presented the Doctor with a unique sort of threat. Sure, he’d battled shapeless, invisible monsters before, but he’d never had to do it in such a testing scenario. Plus, he had absolutely no information on what he and the others aboard the shuttle were up against.Ten was operating on best guesses and instinct, and with no companion to back him up when people started to doubt his authority.
As he starts to lose control of the situation, especially when the entity attaches itself to him, Ten starts to seem more and more afraid, which is incredibly uncharacteristic. In “The Well,” Ncuti Gatwa’s Fifteenth Doctor admits that the last time he encountered the Midnight Monster was the most fear he’s ever felt. So,I was right to be so concerned about the Doctor all those years ago.

Gatwa’s Doctor is much more open with his emotions, so he admits to the fear pretty much instantly after realizing he was experiencing an unwanted reunion.
Ten may have put on a brave face for the majority of “Midnight,” but Tennant’s brilliant performance allowed flashes of that intense fear to flash through the cracks of his Doctor’s otherwise-confident demeanor. Inversely, Gatwa’s Doctor is much more open with his emotions, so he admits to the fear pretty much instantly after realizing he was experiencing an unwanted reunion.
The Doctor’s Fear Is Why The “Midnight” Monster Feels So Scary, Even Though You Don’t See It
The 2008 Doctor Who Villain’s Return Remains Just As Terrifying
Considering the countless life-threatening situations that the Doctor has been in since “Midnight,” his admission in “The Well” is a huge reveal that also reaffirms just how dangerous the entity is. If the Doctor had never felt fear that strong before and hasn’t since, then it also makes the audience feel the same level of terror. It all comes down to the matter of the Doctor fearing what he feels he can’t stop, andthere’s shockingly little the Doctor can’t overcome.
What’s more, the monster being impossible to see in “Midnight” added to the fear factor. Usually, once a monster like that is seen, it loses a little of its impact. However,Fifteen finally gets to see what it looks like in “The Well,“and it doesn’t seem to make him feel any less terrified. If anything, the look on his face suggests he’s now even more afraid after laying eyes on the thing that drove such fear into his hearts inDoctor Whoseason 4.
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An alien from the planet Gallifrey travels through time and space to explore, solve problems and fight injustice while also making friends with human beings. His spaceship, called TARDIS, resembles a police box, but it is much more than it appears to be.
Doctor Who: Released on June 27, 2025, this series follows the Doctor and their companion as they journey across time and space, encountering a range of extraordinary friends and adversaries, expanding the universe of the long-running British science fiction series.