Planet of the Spiders was the fifth and final serial of season 11 of Doctor Who. It was the final regular appearance of Jon Pertwee as the Third Doctor and introduced Tom Baker as the Fourth Doctor in the final moments of part six. This was also Richard Franklin's final appearance as Mike Yates, outside of cameos.

The story was the first to use the term regeneration to describe the biological process that caused Time Lords to change in physical appearance and introduced one of the Doctor's mentors, K'anpo Rimpoche, as a means to further explain the mechanic and cement it into the Doctor Who mythos.

Counting K'anpo's regeneration along with the Third Doctor's, this is one of two of the Doctor's regeneration stories (the other being Twice Upon a Time) to feature a case of double regenerations and the only televised story where more than one Time Lord regenerates.

Synopsis Edit

The blue crystal that the Doctor took from Metebelis III in a previous adventure is desperately sought by the Eight Legs, a race of mutated spiders, as the final element in their plan for universal domination. With help from an old mentor, the Doctor realises the only way to foil the plot is to make the ultimate sacrifice. The Doctor must risk death to return to the cave of the Great One and save the universe.

Plot Edit

Part One Edit

In the English countryside, Mike Yates, discharged from UNIT and recuperating at a rural Buddhist meditation centre, is concerned about a small group who meet secretly in the basement. He suspects they may be attempting to summon something evil through their meditation. He summons Sarah Jane Smith with the promise of a story on the Buddhists to help him investigate as he's no longer part of UNIT.

Meanwhile, the Doctor is researching psychic energy, enlisting the Brigadier to go to a show to see Professor Professor Herbert Clegg, a clairvoyant. The Doctor asks Clegg back to UNIT HQ to demonstrate his psychic powers, and to conduct some experiments, monitored by the Doctor.

Clegg floating tray

Clegg demonstrating his psychic powers.

Doctor and Benton reading Jo letter

Doctor reading a letter from Jo Grant.

In the middle of his experiments the Doctor receives a letter and package from his former assistant Jo Grant (now Jo Jones), saying they still haven't found their toadstool, and returning the Metebelis crystal the Doctor gave her.

While reading the letter, Professor Clegg takes a hold of the Metebelis crystal, fixated by it, and it channels his psychic powers, almost ripping UNIT HQ asunder. When the Doctor wrests control of the crystal away from the Professor he dies of a fright induced heart attack; with visions of giant spiders.

Sarah hands up tractor

A sudden appearance of a tractor.

Meanwhile, travelling from the station on the way to the retreat as Mike explains the meditation centre to Sarah Jane Smith whose initial scepticism is erased after they are nearly run off the road by a hallucinatory tractor. Upon arriving at the centre, they sneak into the basement and see a group, led by Lupton, summon a giant spider into existence.

Part Two Edit

Crystal disappears in front of Sarah

Lupton telepports the crystal away.

The giant spider melds with Lupton, and together they infiltrate UNIT and steal the blue crystal, leading to a lengthy chase involving the Whomobile, Bessie, a small gyrocopter, a hovercraft, and a speedboat. The Doctor finally catches up to Lupton's boat, but when he jumps on board, Lupton vanishes.

Part Three Edit

Lupton re-appears at the meditation centre, secretly observed by the simple-minded handyman Tommy, who later steals the crystal to add to his collection of "pretties". The Doctor and Sarah Jane investigate the meditation centre. Exploring the basement, Sarah steps on Lupton's mandala and is transported to Metebelis III, where a small group of humans are held in bondage by the giant spiders, who refer to themselves as the Eight Legs. The Doctor follows in his TARDIS to rescue Sarah Jane but is incapacitated by the Eight Legs' human guards.

Part Four Edit

On Metebelis III, the Doctor lingers in a coma. Tommy's brain is healed when he looks deep into the crystal. Lupton becomes embroiled in a plot led by his spider host against the Eight Leg Queen. The Doctor recovers, thanks to a machine Sarah retrieved for him from the TARDIS. In doing so, however, she is captured by the Eight Legs.

Thrown into a cell with a man named Sabor, Sarah learns the history of Metebilis III: the humans are descendants of survivors of a crashed spaceship, and the Eight Legs were common spiders onboard that became mutated by radiation from the blue crystals. The Doctor finds a type of stone which nullifies the effects of the Eight Legs' energy rays, which the humans will use in their rebellion. The Doctor attempts to rescue Sarah Jane but is captured by servants of the Eight Legs.

Part Five Edit

The Doctor escapes from his cocoon and reaches the mouth of the cave of the Great One, who warns him not to enter due to the lethal radiation within. She orders him to return the blue crystal that he stole and humiliates him by forcing him to march in a circle like a tin soldier via her psychic power. The Doctor is too overcome by fear to face her and escapes with Sarah Jane back to Earth in the TARDIS. They meet the leader of the meditation centre, the Abbott K'anpo Rimpoche. Meanwhile Lupton's followers, possessed by the Eight Legs, fire telekinetic force at Tommy, the only person standing in the way of their taking the crystal.

Part Six Edit

Sarah Jane is revealed to be under the control of the Queen, which explains how she and the Doctor escaped so easily. With the blue crystal, which Tommy had given to K'anpo, the Doctor is able to free her mind. The Doctor is astounded to discover an old friend; K'anpo is his former mentor, a fellow renegade Time Lord now enjoying peaceful life on Earth. The attack of Lupton's followers is repulsed with the help of Tommy, but K'anpo is injured and forced to regenerate. He takes on the appearance of Cho Je, who was a projection of K'anpo's inner self all along.

The Doctor realises his greed for knowledge and his theft of the crystal has set all these events into motion and that he must face his fear and probable death by returning it. He pilots the TARDIS to Metebelis III and enters the cave to confront the Great One, an enormous spider, who desires the blue crystal to complete a crystalline web that will amplify her psychic power to infinity. The Doctor obliges, but not before warning her that she is doomed to failure. With the crystal in place, she briefly succeeds, before the web overloads and destroys both her and the Eight Legs. The Doctor receives a lethal dose of radiation from the cave and barely manages to escape to the TARDIS.

Three weeks later, Sarah Jane and Brigadier Lethbridge-Stewart meet inside UNIT HQ and discuss the Doctor's disappearance. While the Brigadier tries to remain optimistic and tells her that it isn't the first time the Doctor has been gone for a prolonged period of time, Sarah Jane fears that they might never seem him again. As they speak, the TARDIS appears in front of them. The Doctor stumbles out, a weary look on his face. He manages a warm, albeit weak, smile as Sarah runs up to greet him. He explains to her that he got lost in the Time Vortex; the TARDIS brought him home. He tries to take a step forward but promptly collapses onto the floor. The Brigadier and Sarah quickly run to his side. Sarah asks him why he had to go back to Metebilis III. He admits that he went back because he had to face his fear; it was more important for him to do so than to just go on living. As Sarah tearfully begs him not to die, the Doctor cups his hand up to her cheek and softly says, "A tear, Sarah Jane? Now, don't cry. While there's life, there's..." The Doctor cannot finish the quote before he expires. His friends begins to fear that he might truly be dead.


The Doctor regenerates into his fourth incarnation.

As Sarah closes his eyes and weeps, a projected image of K'anpo appears and assures Sarah Jane and the Brigadier that the Doctor is not dead but still alive, and that he will regenerate and become a new man. They ask when the process will begin; K'anpo replies that he is happy to help and gives the Doctor a little "push" to start the regeneration. He then vanishes, telling the Doctor's companions, "Look after him." The Doctor begins to regenerate, much to the surprise of Sarah Jane and the incredulous Brigadier. Sarah Jane exclaims, "Look, Brigadier, look! I think it's starting!" The Brigadier sighs, "Well... Here we go again." The face of the Third Doctor fades away and reforms. A younger man, with long, curly brown hair, appears — the Fourth Doctor.

Cast Edit

Uncredited cast Edit

Crew Edit

Uncredited crew Edit

References Edit

The Doctor Edit

Foods and beverages Edit

Individuals Edit

  • The Doctor mentions being taught in the ways of escapology by Harry Houdini.
  • The Brigadier phones Sullivan, the UNIT Medical Officer.

Media Edit

Psychic powers Edit

References to real-world culture Edit

Technology Edit

The Doctor Edit

Story notes Edit

  • This is the first time the term "regeneration" is mentioned on screen.
  • This is the first time we see someone other than the Doctor regenerate (K'anpo Rimpoche).
  • Though not credited, Barry Letts wrote this story with Robert Sloman. Therefore, this marks the only story in Doctor Who to be written and directed by the same person.
  • This story carries no on-screen producer credit for Barry Letts, as the BBC would only allow him to be credited as either producer or director.
  • This story features a large chase scene including Bessie, the Whomobile, a police car, a gyrocopter, a hovercraft and a boat.
  • Tom Baker is uncredited in the conclusion of Planet of the Spiders when Jon Pertwee transforms into Tom Baker. Since no regeneration was shown at the end of The War Games, this marked the first time since William Hartnell changed into Patrick Troughton in 1966's The Tenth Planet that an on-screen hand-over of the role had occurred. Significantly, therefore, it was the first end-of-season regeneration to show the incoming actor.
  • This is the only story Barry Letts directed (while also serving as producer) that was not written by Robert Holmes.
  • Elisabeth Sladen is credited as "Sarah Jane" in Radio Times for parts two and three.
  • Nicholas Courtney is credited as "Brigadier" in Radio Times for parts one and two.
  • Cyril Shaps (Professor Clegg) is credited as "Professor Herbert Clegg" in Radio Times for part one.
  • Ysanne Churchman (Spider Voice) is credited as "Lupton's Spider" in Radio Times for parts four to six.
  • Kismet Delgado (Spider Voice) is credited as "Queen Spider" in Radio Times for parts four to six. She is credited on-screen together with Ysanne Churchman for part two, but not in Radio Times (the programme listing bills only Churchman).
  • Radio Times credits Maureen Morris (Spider Voice) as "Other Spider Voices" for part four, and as 'The Great One' for parts five and six.
  • Walter Randall (Guard Captain) is credited as "First Guard Captain" in Radio Times for parts four and five.
  • Max Faulkner (Guard Captain) is credited as "Second Guard Captain" in Radio Times for parts four and five. He is not credited on-screen for part four because these sequences were intended for part five only.
  • George Cormack (K'anpo) is credited in Radio Times for part five, but not on-screen because these sequences were intended for part six only.
  • Although Kevin Lindsay (Cho Je) is credited on-screen and in Radio Times for part two, he does not actually appear in the episode, as his scenes were edited out prior to transmission.
  • Parts of this story were recorded at the same time as parts of Robot. This not only meant that Jon Pertwee and Tom Baker were literally playing the Doctor at the same time, but also that Elisabeth Sladen, and to a lesser extent, Nicholas Courtney and John Levene, were having to rush back and forth between the two productions.
  • Jo Grant sends the Doctor a package containing the blue Metebelis crystal which the spiders covet, making this serial a sequel of sorts to The Green Death. This is also one of the first times that a past companion has played a role in a later story, although Jo does not actually appear in the story (she does, however, appear in the novelisation).
  • In A History of the Universe and aHistory, the scenes set on Metebelis III are arbitrarily dated to 5433 (the crash was 433 years ago and the ship is capable of intergalactic travel).
  • Incidental music from part two exists.
  • The phrase "Where there's life, there's hope", is a quote taken from the Roman philosopher Cicero and Terence's work Heauton Timorumenos.
  • Tommy's story is similar to that of the protagonist of the novel Flowers for Algernon, a story of a mentally challenged man whose intellect is artificially boosted to genius levels. However, the protagonist of that story, Charlie Gordon, later suffers a regression of intelligence, while Tommy's intelligence boost is permanent and without any apparent drawbacks.
  • This is one of two regeneration stories without any scenes inside the TARDIS, the other being TV: The Night of the Doctor.

Ratings Edit

  • Part one - 10.1 million viewers
  • Part two - 8.9 million viewers
  • Part three - 8.8 million viewers
  • Part four - 8.2 million viewers
  • Part five - 9.2 million viewers
  • Part six - 8.9 million viewers

Myths Edit

  • Roger Delgado's Master was originally to have been written out in Planet of the Spiders, and after the actor's death the story was revised to incorporate Lupton in place of the Master.
It is true that had Delgado not died, he would have been written out in the final story of season eleven. During the filming of Frontier in Space, he had informed Barry Letts that he would only appear as the Master in one more story. Letts agreed to the request, seeing it as an opportunity to dramatically end Season 11. He asked writer Robert Sloman to help him write a story which would at last define the relationship of the Doctor and the Master, before having the Master sacrifice himself to save the Doctor. Sloman delivered at least an initial round of scripts, called The Final Game, before Delgado's death forced the complete suspension of the story line. Planet of the Spiders was a wholly different story, save perhaps for Barry Letts' desire to incorporate certain Buddhist philosophies.
  • A frequent corollary to the above is that The Final Game would have also incorporated the regeneration of the Third Doctor.
Sloman had delivered scripts to Letts two weeks prior to Delgado's death on 18 June 1973. Pertwee didn't announce his retirement until after his request for a raise was denied in December 1973. The first scripts of The Final Game presumably had not included any elements pertaining to the Doctor's regeneration, because writer Robert Sloman didn't know Pertwee was going to leave.

Filming locations Edit

  • Tidmarsh Manor, Tidmarsh, Berkshire
  • Bloomfieldhatch Lane, Stratfield Mortimer, Berkshire
  • Membury Airfield, Membury, Wiltshire
  • River Severn, Westbury-on-Severn, Gloucestershire
  • Mortimer Station, Stratfield Mortimer, Berkshire
  • Mereoak Lane, Stratfield Mortimer, Berkshire
  • Le Marchant Barracks, London Road, Devizes, Wiltshire
  • BBC Television Centre (TC1, TC6, TC8), Shepherd's Bush, London

Production errors Edit

If you'd like to talk about narrative problems with this story — like plot holes and things that seem to contradict other stories — please go to this episode's discontinuity discussion.
  • The Doctor's flying car is a different colour in the studio (gold rather than silver). This is due to the silver Whomobile reflecting the yellow backdrop used for the CSO screen.
  • In part two, the first man attacked by the spider clearly prepares himself for a fall by sticking his hands out in front of him.
  • In part two, Richard Franklin trips up on the word "much" when he tries to say, "No, it's much better you go by yourself."
  • In part two, as the police car pulls a three-point turn whilst giving chase, the Whomobile can be seen sat stationary in the distance (rather than continuing to move; Bessie should also be seen between the two).
  • In part four, when Tommy collapses after looking into the crystal, we see that it is on a table. When he comes to, he is holding it.
  • In part six, the puppet strings for the Great One's legs can be partially seen, as can some of the smaller Eight Legs' strings once they have overturned in pain from the infinite psychic feedback of the crystal web.

Continuity Edit

Home video and audio releases Edit

DVD release Edit

This story was released as Doctor Who: Planet of the Spiders.


  • Region 2: 18th April 2011
  • Region 1: 10th May 2011
  • Region 4: 2nd June 2011

Special Features:

Notes Edit

  • This story was released in Region 2 on the same day the public was informed of Elisabeth Sladen's passing.
  • On the Region 4 release, instead of 'The Jon Pertwee Years', it says 'The John Pertwee Years'.

Digital releases Edit

This story is available:

Video release Edit

This story was released on VHS as per follows:

  • Region 2: April 1991
  • Region 4: September 1991
  • Region 1: May 1994

External links Edit