Listen

Original Airdate: 13 Sept 2014

(The Doctor is on a world tour. First we see him sitting on top of the Tardis above the Earth.)
DOCTOR: (sotto) Listen!

[Tardis]

DOCTOR: Question. Why do we talk out loud when we know we're alone? (blows out candle) Conjecture. Because we know we're not.
(He writes on his blackboard.)
DOCTOR: Evolution perfects survival skills. There are perfect hunters.
(He watches a lioness bring down a wildebeest.)
DOCTOR: There is perfect defence.
(A shoal of dazzling tuna, and a puffer fish inflates itself so the nasty spines stick out.)
DOCTOR: Question. Why is there no such thing as perfect hiding? Answer. How would you know? Logically, if evolution were to perfect a creature whose primary skill were to hide from view, how could you know it existed?
(He puts his chalk down in an open book.)
DOCTOR: It could be with us every second and we would never know. How would you detect it, even sense it, except in those moments when, for no clear reason you choose to speak aloud? What would such a creature want? What would it do? Well? What would you do?
(That last word echoes around the Tardis. The chalk is no longer where he left it. It rolls on the floor to his feet and he picks it up, then sees that what he wrote on the blackboard has been replaced by one word. Listen.)

[Restaurant]

(Clara has returned home, and is recalling the evening. We jump back to where she has been. Clara enters the restaurant and goes to the table where Danny Pink is sitting, wearing a pink shirt. He raises his right arm in a sort of open hand semi-salute.)
DANNY: Hey.
CLARA: Hey.
(She goes to shake his hand.)
CLARA: Sorry.
(They exchange kisses on the cheeks.)
CLARA: So the famous drink at last.
DANNY: Yeah. Took a bit of time, family stuff, but here we are.
CLARA: Dinner, in fact.
DANNY: Yeah, straight to dinner.
CLARA: I like a man who moves fast.
DANNY: Yeah? I might go straight for extras. Afters. Dessert.
CLARA: Yes, I know, I know, dessert.
DANNY: Straight to dessert.
CLARA: Gotcha.
DANNY: So, er, how was your day?
CLARA: Good. You know. Teaching.
DANNY: Yep, teaching.
CLARA: Teaching, teaching.
DANNY: Totally teaching.
CLARA: We probably shouldn't talk about work.
DANNY: God, yeah.
CLARA: Though, do you take Courtney for anything?
(A little later they are still laughing.)
DANNY: Are you serious?
CLARA: She said she couldn't concentrate on her work, because my face was too wide.
DANNY: Wide?
CLARA: I could kill that girl some days.
DANNY: Me too.
CLARA: And from you, that means something.
DANNY: Sorry?
(The jovial atmosphere dissipates instantly. We see Clara at home, putting 
her high heels by the kettle.)
DANNY: I dug twenty three wells.
CLARA: I'm sorry?
DANNY: Twenty three wells. When I was a soldier. Twenty three.
CLARA: Okay. Good. Good wells.
DANNY: Yeah, they were good, actually.
 CLARA: I'm not doubting the quality of your wells.
DANNY: Whole villages saved. Actual towns full of people. People I didn't shoot. People I kept safe.
CLARA: Okay. Point taken. Seriously.
DANNY: So why doesn't that ever get mentioned?
CLARA: I'm sorry I didn't mention your twenty three wells.
WAITER: Excuse me?
CLARA: Sorry.
WAITER: Er, water for the table?
CLARA: Don't you worry. He'll probably dig for it.
(The waiter leaves with the jug of water. After a few moments, Danny laughs.)
DANNY: Sorry.
CLARA: It's okay.
DANNY: Sensitive subject.
CLARA: Yes. Can slightly see that.
DANNY: Sometimes people like you get the wrong end of the stick.
CLARA: People like me?
(In her apartment, Clara takes a sip of the hot drink she has made.)
DANNY: I wasn't making assumptions about you.
CLARA: That really is exactly what you were doing.
DANNY: You were making assumptions about me.
CLARA: I made a joke.
DANNY: A not-funny joke.
CLARA: Yeah, well, do you know what I'm making now?
DANNY: A fuss?
CLARA: An exit.
(Clara puts on her coat and leaves the restaurant. Danny thumps his head on the table.)

[Clara's bedroom]

(The door hits something as it opens. The Doctor is sitting at Clara's dressing table.)
DOCTOR: You just have to squeeze through.
CLARA: Doctor?
DOCTOR: Why do you have three mirrors? Why don't you just turn your head?
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? Did it all go wrong, or is this good by your standards?
CLARA: It was a disaster and I am extremely upset about it, since you didn't ask.
DOCTOR: Fine. I need you, for a thing.
CLARA: I can't.
DOCTOR: Oh, of course you can. Come on, you're free. More than usually free, in fact.
CLARA: No, it's just possible that I might get a phone call.
DOCTOR: From the date guy? It's too late. You've taken your make-up off.
CLARA: No, I haven't. I'm still wearing my make-up.
DOCTOR: Oh, right. Well, you probably just missed a bit. Come on, come on, come on, come on.

[Tardis]

(Clara is carrying her shoes.)
CLARA: I haven't actually said yes.
DOCTOR: Yes, you know sometimes when you talk to yourself, what if you're not?
CLARA: Not what?
DOCTOR: What if it's not you you're talking to? Proposition. What if no one is ever really alone? What if every single living being has a companion, a silent passenger, a shadow? What if the prickle on the back of your neck, is the breath of something close behind you?
CLARA: How long have you been travelling alone?
DOCTOR: Perhaps I never have.
(He shows her the blackboard with the word he didn't write.)
CLARA: It looks like your handwriting.
DOCTOR: Well, I couldn't have written it and forgotten, could I?
CLARA: Have you met you? What's all this?
(A table strewn with books.)
DOCTOR: Dreams. Accounts of dreams, by different people, all through history. You see, I have a theory.
CLARA: I'll bet you have. What theory?
DOCTOR: I think everybody, at some point in their lives, has the exact same nightmare. You wake up, or you think you do, and there's someone in the dark, someone close, or you think there might be.
(As evidenced by the little boy, the little girl, the old woman waking in their respective beds, putting on the light and sitting on the edge of the bed, feet on the floor.)
DOCTOR: So you sit up,and  turn on the light. And the room looks different at night. It ticks and creaks and breathes. And you tell yourself there's nobody there, nobody watching, nobody listening, nobody there at all. And you very nearly believe it. You really, really try and then.
(A hand reaches out from under the beds and grabs the left ankle.)
DOCTOR: There are accounts of that dream throughout human history. Time and time again, the same dream. Now, there is a very obvious question I'm about to ask you. Do you know what it is?
CLARA: Have you had that dream?
DOCTOR: Exactly.
CLARA: No, that was me asking you. Have you had that dream?
DOCTOR: I asked first.
CLARA: No, I did.
DOCTOR: You really didn't.
CLARA: Okay, yeah, probably. Yes. But everyone dreams about something under the bed.
DOCTOR: Why?
(The Doctor places Clara's fingers into squidgy sections on the Tardis console.)
DOCTOR: Just hold on tight. If anything bites, let it.
CLARA: What is it?
DOCTOR: Tardis telepathic interface. You are now in mental contact with the Tardis, so don't think anything rude.
CLARA: Why not?
DOCTOR: It might end up on all of the screens. The Tardis is extrapolating your entire timeline, from the moment of your birth, to the moment of your death.
CLARA: Which I do not need a preview of.
DOCTOR: I'm turning off the safeguards and navigation, slaving the Tardis to you. Focus on the dream. Focus on the details. Picture them, feel them. The Tardis will track on your subconscious and extract the relevant information. It should be able to home in on the moment in your timeline when you first had that dream. And then, we'll see.
CLARA: What will we see?
DOCTOR: What's under your bed.
(He starts the Tardis flying.)
CLARA: Ooo!
DOCTOR: Okay, now don't get distracted. Remember, you are flying a time machine.
(Clara's mobile phone rings, and the image of Danny greeting her at the restaurant flashes into her mind. As the Doctor walks around the console to her, he passes a blackboard with lots of items chalked on it, beginning with Evolution Perfects. It is what he wrote at the top of the show.)
DOCTOR: No, no. Don't you dare. No, don't. Don't, don't. Just ignore it.
(The Tardis lands.)
DOCTOR: Okay, that's good. That worked. We're here.
CLARA: Sorry, I think I got distracted.
DOCTOR: No, no, no, no, no. The date's fine. Come on.
CLARA: Come on where?
DOCTOR: Your childhood.
(The Doctor leaves. Clara tugs hard to try and release her fingers from the Tardis interface. On the third try she is free to follow.)

[Outside the building]

(Night.)
DOCTOR: The West Country Children's Home. Gloucester. By the ozone level and the drains, mid-nineties. You must have been here when you had the dream.
CLARA: Never been to Gloucester in my life, and I've never lived in a children's home.
DOCTOR: You've probably just forgotten. Have you seen the size of human brains? They're hilarious. Little you must be in here somewhere, with your little brain.
CLARA: Isn't it bad if I meet myself?
DOCTOR: It is potentially catastrophic.
CLARA: So why did you bring me out here?
DOCTOR: I was still talking. I needed someone to nod. Probably best for you to wait in the Tardis.
CLARA: Doctor, I
DOCTOR: See you in a minute. Tardis.
CLARA: Doctor. If I had have been distracted, what would have happened?
DOCTOR: We would probably have ended up in the wrong place. But don't think we have, because the time zone's right. I won't be long.
(The Doctor walks away. A young boy waves from an upstairs window. He reminds Clara of how Danny waves. Then he opens his window and calls down.)
RUPERT: What are you doing down there?
CLARA: Nothing. Er, I'm just. What's your name?
RUPERT: Rupert.
CLARA: Oh. Okay. Hello, Rupert.
RUPERT: Rupert Pink. It's a stupid name.
CLARA: No, it isn't. I know somebody called Pink.
RUPERT: I meant Rupert. I'm going to change it.
CLARA: Why are you awake? Are you scared?

[Children's home]

(The sonic screwdriver is scanning as the Doctor walks along the corridor. A balding man in glasses opens a door. We hear the TV on in the background.)
REG: How did you get in?
DOCTOR: Your door must be faulty.
(The Doctor holds up his psychic paper.)
REG: An inspection? It's two in the morning.
DOCTOR: When better? Do you always work here nights?
REG: Most nights, yes.
DOCTOR: Do you ever end up talking to yourself?
REG: All the time. It's this place. You can't help it.
DOCTOR: What about your coffee?
REG: My coffee?
(Reg looks at the mug he put down on the table. We see Clara going up the stairs behind them.)
DOCTOR: Sometimes, do you put it down, and look round, and it's not there?
REG: Everybody does that.
DOCTOR: Yes. Everybody.
(The television switches off.)
DOCTOR: Who turned your telly off?
REG: It does that. It just goes off.
(The Doctor has vanished. Reg looks for his mug, but it has vanished too. The Doctor walks along the corridor and takes a drink from it.)
DOCTOR: Hmm.
(Clara opens a creaky door and walks along an upstairs corridor.)

[Rupert's room]

(Rupert is sitting on the floor by the window.)
CLARA: Hello.
RUPERT: Hello.
CLARA: Nice room. You know, you should have more than one chair. What do you do when people come round?
RUPERT: Sit on the bed.
CLARA: Why aren't you sitting on it, then? Do you think that there's something underneath it? Hey, everyone thinks that, sometimes. That's just how people think at night.
RUPERT: Why?
CLARA: Did you have a dream? A hand grabbing your foot? You have, haven't you? You've had that exact dream.
RUPERT: How did you know?
CLARA: Do you know why dreams are called dreams?
RUPERT: Why?
CLARA: Because they're not real. If they were, they wouldn't need a name.
RUPERT: What are you doing?
(Clara looks underneath the bed.)
CLARA: Do you know what's under there?
RUPERT: What?
CLARA: Me!
(Clara rolls under the bed and lies on her back.)
CLARA: Come on, It's perfectly safe.
(Rupert lies next to her.)
CLARA: See? Nobody here, except us.
RUPERT: Sometimes I hear noises.
CLARA: It's a house full of people. Of course you hear noises.
RUPERT: They're all asleep.
CLARA: They're all dreaming.
RUPERT: Can you hear dreams?
CLARA: If you're clever enough. But they can't harm you. You know, sometimes we think there's something behind us. And the space under your bed is what's behind you at night. Simple as that. There's nothing to be afraid of.
(The bed creaks as someone sits on it. It sags to within inches of Clara's nose. Rupert starts breathing quickly.)
CLARA: (sotto) Who else is in this room?
RUPERT: (sotto) Nobody.
CLARA: (sotto) Someone must have come in.
RUPERT: (sotto) Nobody came in.
(Clara rolls out and stands up. There is someone sitting on the bed, covered in the red crocheted bedspread.)
CLARA: Hello?
(She helps Rupert stand up.)
CLARA: Who's this? This is a friend of yours playing a game. Playing a trick, are you, hey? A little trick on Rupert here?
(The bed creaks as the figure shifts, sitting up taller.)
CLARA: Okay. It's not funny this, you know.
(The light is switched on. Clara and Rupert turn to see the Doctor sitting in the chair flicking through a book. The figure is still covered by the bedspread.)
DOCTOR: Where is he?
CLARA: Doctor?
DOCTOR: I can't find him. Can you find him?
CLARA: Find who?
DOCTOR: Wally.
CLARA: Wally?
DOCTOR: He's nowhere in this book.
RUPERT: It's not a Where's Wally one.
DOCTOR: Well, how would you know? Maybe you just haven't found him yet.
RUPERT: He's not in every book.
DOCTOR: Really? Well, that's a few years of my life I'll be needing back. Are you scared? The thing on the bed, whatever it is, look at it. Does it scare you?
RUPERT: Yes.
DOCTOR: Well, that's good. Want to know why that's good?
RUPERT: Why?
DOCTOR: Let me tell you about scared. Your heart is beating so hard, I can feel it through your hands. There's so much blood and oxygen pumping through your brain, it's like rocket fuel. Right now, you could run faster and you could fight harder, you could jump higher than ever in your life. And you are so alert, it's like you can slow down time. What's wrong with scared? Scared is a superpower. It's your superpower. There is danger in this room and guess what? It's you. Do you feel it? Do you think he feels it? Do you think he's scared? Nah. Loser. Turn your back on him.
RUPERT: What?
DOCTOR: Yeah, turn your back on him. Come on. You too, Clara. Clara, your back, now.
(The Doctor turns and goes to the window.)
DOCTOR: Do it. Just do it now. Turn your back. Do it now, turn your back. Lovely view out this window.
(Rupert stands between them.)
CLARA: Yeah. Come and see all the dark.
DOCTOR: The deep and lovely dark. We'd never see the stars without it. Now, there are two possibilities. Possibility one, it's just one of your friends standing there, and he's playing a joke on you. Possibility two, it isn't.
CLARA: So, plan? Plans are good.
DOCTOR: You on the bed, I'm talking to you now. Go in peace. We won't look. Just go. If all you want to do is stay hidden, it's okay. Just leave.
(The figure moves up close behind them.)
CLARA: Is it gone?
DOCTOR: Don't look round. Not yet.
RUPERT: I can't hear anything.
DOCTOR: Don't look round.
(Rupert starts to turn around.)
DOCTOR: Look away! Look away now! Don't look at it! Don't look round. Don't look round. Don't look at the reflection.
RUPERT: What is it?
(The thing pulls the bedspread off, and we get a glimpse of an out of focus maybe-not-quite-human forehead and eyes.)
DOCTOR: Imagine a thing that must never be seen. What would it do if you saw it?
RUPERT: I don't know.
DOCTOR: Neither do I. Close your eyes.
RUPERT: What?
DOCTOR: Close your eyes. You too, Clara. Give it what it wants. Prove to it that you're not going to look at it. Make a promise. A promise you're never going to look at it.
RUPERT: I promise never to look.
DOCTOR: The breath on the back of your neck, like your hair's standing on end. That means, don't look round.
(The door slams shut.)
CLARA: Gone.
DOCTOR: Gone.
RUPERT: He took my bedspread.
DOCTOR: Oh, the human race. You're never happy, are you?
RUPERT: Am I safe now?
(Clara and the Doctor look at Rupert's toys. The Doctor is interested in his orange robot.)
DOCTOR: Nobody's safe, especially not at night in the dark, Anything can get you. And all the way up here, you're up here all alone.
(Clara slaps the back of the Doctor's head.)
DOCTOR: What was that for?
CLARA: Shut up, leave this to me.
(She has found a box of toy plastic soldiers.)
CLARA: These yours?
RUPERT: They're the home's.
CLARA: They're yours now.
DOCTOR: People don't need to be lied to.
CLARA: People don't need to be scared by a big gray-haired stick insect, but here you are. Stay still, shut up. See what I'm doing? This is your army.
(Clara puts the little soldiers on guard around Rupert's bed.)
DOCTOR: Plastic army.
CLARA: Sit! And they're going to guard under your bed. You see this one? This is the boss one, the colonel. He's going to keep a special eye out.
RUPERT: It's broken, that one. It doesn't have a gun.
CLARA: That's why he's the boss. A soldier so brave he doesn't need a gun. He can keep the whole world safe. What shall we call him?
RUPERT: Dan.
CLARA: Sorry?
RUPERT: Dan, the soldier man. That's what I call him.
CLARA: Good. Good name.
RUPERT: Yeah. Would you read me a story? It'll help me get to sleep.
CLARA: Sure.
DOCTOR: Once upon a time.
(He touches Rupert's forehead and the boy falls back, asleep.)
DOCTOR: The end. Dad skills.
(After all, if you're a grandfather, you've probably been a father first.)

[Tardis]

CLARA: So is it possible we've just saved that kid from another kid in a bedspread?
DOCTOR: Entirely possible, yes. The bigger question is, why did we end up with him, and not you?
CLARA: I got distracted.
DOCTOR: But why that particular boy? You don't have any. You don't have any kind of connection with him, do you?
CLARA: No. No, no, no. Of course not. Why do you ask?
(The Doctor is working on a Tardis component.)
DOCTOR: The Tardis was slaved to your timeline. Theoretically, there should have been some connection.
CLARA: Will er, will he remember any of that?
DOCTOR: Scrambled his memory. Gave him a big old dream about being Dan the soldier man.
(Clara starts crying.)
DOCTOR: Are you okay?
CLARA: Doctor, I am sorry to ask, and, you know, I realise this is probably against the laws of time, or summat. Er, could you do me a favour?

[Outside the restaurant]

(Clara leaves the restaurant, and Danny bangs his head on the table. The Doctor and Clara step out of the Tardis.)
CLARA: Is that what I look like from the back?
DOCTOR: It's fine.
CLARA: I was thinking it was good.
DOCTOR: Really?
(Clara walks to the restaurant.)

[Restaurant]

(She sits down opposite Danny, who raises his head from the table.)
CLARA: Sorry.
DANNY: Hey.
(Clara holds out her hand.)
CLARA: Hello. I'm Clara Oswald. I'm a bit tricky, sometimes a bit up myself, and I do not like my surname, but I think that's basically everything you need to worry about.
(He takes her hand.)
DANNY: Hello, I'm. I'm sorry
CLARA: Also, I mouth off when I'm nervous and I've got a mouth on me. Seriously, it's got a mind of its own. I'm really worried it wants to go solo.
DANNY: I don't know what to say.
CLARA: Don't say anything. Or say something nice.
DANNY: I like your name.
CLARA: It's a start.
DANNY: Oswald. It suits you.
CLARA: Drifting now.
DANNY: Yeah, it's better than Pink.
CLARA: No, Pink, Pink is nice. I like pink.
DANNY: You can have it.
CLARA: Ooo, a bold offer, Mister Pink.
DANNY: I meant. You, no
CLARA: I know, I know.
DANNY: Why can't I speak today?
CLARA: It's that foot you're keeping in your mouth.
DANNY: Is that where I put it?
CLARA: Anyway. Clara Pink. Too much.
DANNY: Yeah, it is a bit much.
CLARA: Mind you, Rupert Pink.
(In the background, someone drops a glass and it breaks.)
DANNY: Sorry?
CLARA: Er, ha, ha. Rupert Pink. It's not good.
DANNY: Rupert?
CLARA: Yeah. That was your name, yeah?
DANNY: Who told you that?
CLARA: Er, someone in the school.
(She looks away and clucks her tongue against her palate.)
DANNY: No, I haven't used that name for years.
CLARA: I cannot remember who it was.
DANNY: Are you making fun of me?
CLARA: No. No, no, no. No way.
DANNY: Is this a joke?
CLARA: Danny, nothing about this is any kind of joke.
(The door to the kitchens creaks opens and a spaceman walks in.)
DANNY: Where's your coat?
CLARA: My what?
DANNY: You put your coat on when you left.
CLARA: Er, I'm really sorry. Danny. There is something I should probably be honest about.
DANNY: How about everything?
CLARA: Everything, in my case, is actually quite a lot.
DANNY: Well, that's weird.
CLARA: No, no, no, it's not weird. Not really Where are you going?
DANNY: I don't do weird.
CLARA: Don't go.
DANNY: Then do something for me, Tell me the truth, because I know when people are lying to me. However weird this thing may be, just tell me the truth.
CLARA: It's not weird
(Clara sees the spaceman beckoning to her.)
CLARA: Exactly.
(The Tardis is visible as the spaceman returns to the kitchen.)
DANNY: I've had enough.
(Danny leaves. Clara sighs, then heads to the kitchens.)

[Tardis]

(She slams the door shut and talks to the spaceman.)
CLARA: I am trying to have a date. A real life, inter-human actual date! It's a normal nice, everyday, meeting-up sort of thing. And I would just like to know, is there any other way you can make this any more surreal than it already is?
(The spaceman takes off his helmet. He is a total dead ringer for Danny Pink, but with bigger hair and a fuller beard.)
ORSON: Hello.
DOCTOR: Ah, Clara! Well done, you found her. Now this is really a bit strange.
CLARA: Danny?
DOCTOR: What's gone wrong with your face? It's all eyes! Why are you all eyes? Get them under control.
ORSON: Er, who's Danny?
DOCTOR: This is Colonel Orson Pink, from about a hundred years in your future.
CLARA: Orson Pink?
DOCTOR: Yeah, I laughed too. Sorry. Do you have any connection with him?
CLARA: Connection?
DOCTOR: Yes, maybe you're like a distant relative or something?
CLARA: How, how would I know?
DOCTOR: Right. Okay. (to Orson) Er, well, do you have any old family photographs of her? You know, probably quite old and really fat-looking?
ORSON: I don't.
CLARA: How did you find him?
DOCTOR: Well, you left a trace in the Tardis telepathic circuits. I fired them up again and the Tardis brought me straight to him. So he is something to do with your timeline.
CLARA: Okay.
DOCTOR: And you'll never guess where I found him.

[Capsule]

(A spaceship is sitting on a rocky planet with a massive hemisphere of a sun dominating the horizon. Calling it a time capsule implies it is much smaller than it really is.)
CLARA: Where are we?
DOCTOR: The end of the road. This is it, the end of everything. The last planet.
CLARA: The end of the universe?
DOCTOR: The Tardis isn't supposed to come this far, but some idiot turned the safeguards off. Listen.
CLARA: To what?
DOCTOR: Nothing. There's nothing to hear. There's nothing anywhere. Not a breath, not a slither, not a click or a tick. All the clocks have stopped. This is the silence at the end of time.
(A clattering as Orson empties the contents of a locker into a rucksack.)
CLARA: Then how did he get here? If he's from a hundred years in my future
DOCTOR: Pioneer time traveller.
(The Doctor sonicks the records up on the computer. The BBC is still using the same Breaking News ticker at the bottom of the screen.)
DOCTOR: Rode the first of the great time shots. They were supposed to fire him into the middle of the next week.
CLARA: What happened?
DOCTOR: He went a bit far.
CLARA: A bit?
DOCTOR: A big bit. Look at him now. Robinson Crusoe at the end of time itself. The last man standing in the universe. I always thought that would be me.
CLARA: It's not a competition.
DOCTOR: I know it's not a competition. Course it isn't. Still time, though.
CLARA: He looks like he's packing.
DOCTOR: He's been stranded for six months, just met a time traveller. Of course he's packing.
(Orson enters.)
ORSON: You can do it, then? You can get me home?
DOCTOR: I just showed you, didn't I? A test flight to a restaurant.
ORSON: Yes, but to my family, to my own time?
DOCTOR: Easy. I can do that, can't I, Clara?
CLARA: He can, yes.
ORSON: Is everything okay?
CLARA: Yeah, fine. I'm fine.
ORSON: Do I know you?
CLARA: No. Nope.
DOCTOR: Is she doing the all eyes thing? It's because her face is so wide. She needs three mirrors.
CLARA: Doctor.
DOCTOR: We can't leave immediately, though. The Tardis needs to recharge.
CLARA: Sorry. What?
DOCTOR: Overnight, that should do it, shouldn't it, Clara?
ORSON: Overnight?
DOCTOR: One more night. That's, that's not a problem, is it?
(Orson's face says yes, but -)
ORSON: No. No, no problem.
DOCTOR: It's a shame, isn't it?
ORSON: What's a shame?
DOCTOR: There's only three people left in the universe, and you're lying to the other two. It was the first thing I noticed when I stepped in here. You must have seen it, too, Clara. You've got eyes out to here.
CLARA: Seen what?
DOCTOR: The universe is dead. Everything that ever was is dead and gone. There's nothing beyond this door but nothingness for ever. So why is it locked?
ORSON: Please, don't make me spend another night here.
DOCTOR: Afraid of the dark? But the dark is empty now.
ORSON: No. No, it isn't.

[Tardis]

(Clara wears the rucksack, Orson carrys two metal cases. She leads him down below the time rotor level.)
CLARA: You'll be safe in here. Nothing gets through those doors, I promise.
ORSON: And you two are going to wait out there?
CLARA: That would seem to be the plan. Wait for what exactly?
ORSON: Why can't we just leave?
CLARA: Like he said, it's recharging.
ORSON: You didn't look like you believed him.
CLARA: That's just how my face looks when he talks.
(A clear plastic box containing a gun-less plastic soldier falls from Orson's backpack when she puts it down. Clara picks it up.)
ORSON: It's just a silly toy thing. A family heirloom, supposed to bring good luck.
CLARA: Right. Yes. Didn't do a very good job, did it?
ORSON: It did. You're here, aren't you? What were the chances of you two finding me?
CLARA: Orson, do me a favour. Take my advice. When you get home, stay away from time travel.
(She gives him the toy back.)
ORSON: It runs in the family.
CLARA: What? Sorry, what do you mean, runs in the family?
ORSON: Nothing. It's just silly stories one of my grandparents. well, great-grandparents
CLARA: What is it? Tell me. You asked if you knew me. It's a family heirloom?
(Orson holds Dan the soldier man out to her and they hold hands around it.)
ORSON: Yeah.

[Capsule]

CLARA: What are we doing?
DOCTOR: Waiting.
CLARA: For what? For who? If everybody in the universe is dead, then there's nobody out there.
DOCTOR: That's one way of looking at it.
CLARA: What's the other?
DOCTOR: That's a hell of a lot of ghosts.
(The lights dim.)
CLARA: Do you have your own mood lighting now? Because, frankly, the accent is enough.
(The capsule creaks. Words appear on the main hatch - Do Not Open The Door.)
CLARA: Where did that come from?
DOCTOR: It's always been there. It's only visible in the night lights.
CLARA: But who wrote it?
DOCTOR: Colonel Pink. Apparently, at night, he needs a reminder. Six months stranded alone, I suppose it must be tempting.
CLARA: What is?
DOCTOR: Company.
(More slow creaking.)
CLARA: What's that?
DOCTOR: What kind of explanation would you like?
CLARA: A reassuring one?
DOCTOR: Well, the systems are switching to low power. There are temperature differentials all over this ship. It's like pipes banging when the heating goes off.
CLARA: Always thought there was something in the pipes.
DOCTOR: Me, too. Who were you having dinner with?
CLARA: Are you making conversation?
DOCTOR: I thought that I would give it a try.
CLARA: I told you. A date.
DOCTOR: Serious?
CLARA: It's a date.
DOCTOR: A serious date?
CLARA: Do I have to bring him to you for approval?
DOCTOR: Well, I would like to know about his prospects. If you like, I can pop ahead and check them out.
CLARA: Frankly, you've already done enough.
(What sounds like a scream makes them jump.)
DOCTOR: Atmospheric pressure equalising
CLARA: Or?
DOCTOR: Company.
CLARA: Why are we doing this? Why don't we just go?
DOCTOR: Because I need to know.
CLARA: Why? About what?
DOCTOR: Suppose that there are creatures that live to hide. That only show themselves to the very young or the very old, or the mad, or anyone who wouldn't be believed.
CLARA: Okay, so
DOCTOR: What would those creatures do when everyone was gone? When there was only one man left standing in the universe?
(Bang, bang, bang.)
CLARA: What's that?
DOCTOR: Potentially, the hull cooling.
CLARA: Potentially?
DOCTOR: Believably.
(Bang, bang, bang.)
DOCTOR: Someone knocking.
(Bang, bang, bang.)
DOCTOR: Yes.
(Bang, bang, bang. Scrape, scrape, scrape.)
CLARA: Doctor,
(Bang, bang, bang.)
CLARA: You don't actually believe all this, do you? Hiding creatures, things from under the bed.
(Bang, bang, bang.
Scrape, scrape, scrape.)
DOCTOR: What's that in the mirror, or the corner of your eye? What's that footstep following, but never passing by?
(Bang, bang, bang.)
CLARA: Did we come to the end of the universe because of a nursery rhyme?
(Bang, bang, bang. Bang, bang, bang. The Doctor sonicks the hatch to Unlocked. The mechanism starts to turn.)
CLARA: That's you turning it, right?
DOCTOR: No. Get in the Tardis.
CLARA: Why?
DOCTOR: I have to know.
CLARA: Doctor. Doctor
DOCTOR: The Tardis, now!
CLARA: Okay, okay. Somebody is out there. Now we know, we can leave. Oh, Doctor!
DOCTOR: It's a pressure lock. Releasing it could've triggered the opening mechanism.
CLARA: Is there even an atmosphere out there?
DOCTOR: There is an air shell round the ship. Why are you still here?
CLARA: Because I am not going to leave you in danger!
DOCTOR: Then you will never travel with me again, because that is the deal! Tardis, now! Do as you are told!
(Clara runs to the Tardis.)
CLARA: You're an idiot.
(She goes inside.)
DOCTOR: I know.

[Tardis]

ORSON: What's happening?
CLARA: He's opening the door.

[Capsule]

DOCTOR: Perhaps they're all just waiting, perhaps when we're all dead, out they'll come a-slithering from underneath the bed.
(The airlock opens.)

[Tardis]

CLARA: Oh, no, no, no, not now, come on!
(The scanner flickers as the air starts to leave the capsule..)
CLARA: Oh! Always when it's important!
(The Tardis jolts.)
CLARA: What's happening?
(A klaxon sounds.)
CLARA: What's that?
ORSON: The alarm. The air shell's breached. Stay here.
(The scanner flickers on to show the Doctor hanging on to the edge of a console as the air and anything loose is sucked out of the capsule. A gloved hand grabs his wrist as he starts to slip and he is pulled to safety. A short time later, the unconscious Doctor is back in the Tardis.)
CLARA: Is he okay?
ORSON: He's out cold. He'll be fine, though.
CLARA: Something hit him.
ORSON: Everything was flying out of that door.
CLARA: Could've been that.
ORSON: Yeah.
(We still hear a group of three sounds repeating in the background.)
CLARA: What was out there? What were you so afraid of?
ORSON: I've been here a long time. My own shadow, probably.
CLARA: Yeah.
(Rumble. The Tardis doors move slightly.)
ORSON: That's probably just the rest of the air escaping.
CLARA: You say probably a lot.
(Creak, whumph!)
ORSON: We are safe? Nothing can get in here, right?
CLARA: Probably.
(A hissing sound, like air escaping? The Cloister Bell tolls. Clara goes to the console.)
ORSON: Have you got a plan?
CLARA: Telepathic circuits. I left a trace in them before.
ORSON: So?
CLARA: So apparently, that can do a thing.
(She sticks her fingers into the console again.)
ORSON: What, that's your plan?
CLARA: It's not a plan, it's a thing.
(The time rotor starts to stutter.)
CLARA: (sotto) Okay. Come on, come on, you can do it!
(The Doctor wheezes.)
CLARA: Come on! Sorry.
(The time rotor gets up to speed.)
CLARA: Here we go! Come on. Come on!
(The Tardis lands with a thump. The Cloister Bell has stopped and there are no more three part bangs on the sound track.)
ORSON: Is that it?
CLARA: I don't know. I think so.
(The scanner isn't much help.)
ORSON: Where are we?
CLARA: Somewhere else. I hope. No, no, no, you stay and look after the Doctor.
ORSON: You can't go out there by yourself.
CLARA: Thing is, my timeline, it keeps on. Orson, you don't want to meet yourself. It's really embarrassing.

[Barn]

(The Tardis door creaks slightly as Clara closes it. On a raised platform is a simple bed, and a child is lying curled up on their side under a blanket, sobbing as the star and/or moonlight streams down through the roof. Clara climbs the ladder to the platform.)
CLARA: Rupert?
(She walks to the bed.)
CLARA: Orson?
(The barn door opens and we see two pairs of feet enter. The woman wears a long skirt with an apron over the top.)
MAN: Why does he have to sleep out here?
WOMAN: He doesn't want the others to hear him crying.
MAN: Why does he have to cry all the time?
(Clara hides under the bed.)
WOMAN: You know why.
MAN: There'll be no crying in the army.
WOMAN: Hush.
MAN: Don't pretend you're not awake. We're not idiots.
WOMAN: Come and sleep in the house. You don't have to be alone. If you can hear me, you're very welcome in the house, with the other boys. I'll leave the door on the latch. Come in any time.
MAN: He can't just run away crying all the time if he wants to join the army.
WOMAN: He doesn't want to join the army. I keep telling you.
MAN: Well, he's not going to the Academy, is he, that boy? He'll never make a Time Lord.

[Tardis]

(The Doctor wakes suddenly.)
DOCTOR: Sontarans! Perverting the course of human history! 
ORSON: (sotto) Doctor?
DOCTOR:
You're confusing me. What? Shut up, shut up. Where's Clara?

[Barn]

DOCTOR [OC]: Clara! Clara!
BOY: Hello? Who's there? Hello?
(The boy sits on the edge of his bed, and Clara grabs his ankle as if by reflex.)
CLARA: It's okay. This is just a dream. Just lie back again. Just lie back on the bed. It will all be okay if you just lie down and go to sleep. Just do that for me. Just sleep.
(She releases his ankle and the boy gets back into bed. Clara sits on the edge of the bed and puts her hand on his head, stroking his hair gently as he sobs to himself. She whispers into his ear.)
CLARA: Listen

[Tardis]

ORSON: What happened? What did you see? What's out there?
(Clara returns.)
CLARA: What if there was nothing? What if there never was anything? Nothing under the bed, nothing at the door. What if the big bad Time Lord doesn't want to admit he's just afraid of the dark.
DOCTOR: Where are we? Have we moved? Where have we landed?
CLARA: Don't look where we are. Take off, and promise me you will never look where we've been.
DOCTOR: Why?
CLARA: Just take off. Don't ask questions.
DOCTOR: I don't take orders, Clara.
CLARA: Do as you're told.
(The Tardis dematerialises. The boy sits up in his bed.)
CLARA [OC]: Listen

[Barn]

(Earlier, whispering into his ear. We are also shown Orson being returned home, and giving Clara a hug.)
CLARA: This is just a dream. But very clever people can hear dreams. So, please, just listen. I know you're afraid, but being afraid is all right. Because didn't anybody ever tell you? Fear is a superpower. Fear can make you faster and cleverer and stronger. And one day, you're going to come back to this barn. And on that day you're going to be very afraid indeed.
(The new 9th / War Doctor or Warrior as I called him, stands in the wilderness looking at the lonely barn, taken from the Day of the Doctor.)
CLARA: But that's okay. Because if you're very wise and very strong, fear doesn't have to make you cruel or cowardly.

[Tardis]

CLARA [OC]: Fear can make you kind.
(Clara grabs the Doctor from behind for a hug.)
DOCTOR: No, no. Not the hugging. No, no, no. I'm against the hugging. Please.

[Danny's flat]

(The Doctor drops Clara off and leaves. Danny's doorbell rings, so he goes and answers it.)
DANNY: I am so
CLARA: I know.

[Barn]

CLARA: It doesn't matter if there's nothing under the bed or in the dark, so long as you know it's okay to be afraid of it.

[Danny's flat]

DANNY: And I just get nervous.
CLARA: Me too.
DANNY: I don't even know what I'm nervous of.
(Over images of the Doctor underlining at the word Listen on his blackboard.)
CLARA [OC]: I'll show you. So, listen. If you listen to nothing else, listen to this.

[Barn]

CLARA: You're always going to be afraid, even if you learn to hide it. Fear is like a companion. A constant companion, always there. But that's okay, because fear can bring us together.
(Clara kisses Danny.)
CLARA: Fear can bring you home. I'm going to leave you something, just so you'll always remember, fear makes companions of us all.
(Clara leaves Dan the soldier man to stand guard as she says what the Doctor told Barbara while they were tied up in the Cave of Skulls. - Unearthly Child episode 3.)

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