The Well (2025) Review and why it's the perfect sequel to Midnight

Will Sanger
May 5
11 min read

WARNING: SPOILERS AHEAD!!!

Midnight has become a beloved story over the years and seen as one of the heights of not just the David Tennant era, but all of Doctor Who. The story is powerful in the way it deconstructs the Doctor as a hero with one of David Tennant’s best performances. There is an uncertain identity and terrifying menace to the Midnight Entity throughout. It feels like the kind of story it would be impossible to make a sequel to and follow up. So how does the Well tackle this? Let's take a look.

The Well begins with the Doctor and Belinda landing on planet 6-7-6-7 thousands of years in the future. They join a group of soldiers investigating the slaughtering of a mining colony with only one survivor; a suspicious woman called Aliss Fenly. When the Doctor realises he has found himself back on the planet Midnight, he is forced back into a confrontation with one of the most terrifying creatures he has ever faced.

Midnight is a story of such spookiness, perfectly crafted character, and psychological horror that you can’t really match it. It's a brilliantly constructed script and draws the characters to such extremes, with a valuable commentary on what people are willing to resort to when faced with danger. Trying to do anything following that feels like a fool's errand in concept. The success of Russell T Davies and Sharma Angel-Walfall is that the story of the Well rose organically.

They weren’t trying to create a sequel to Midnight. They were just putting together a spooky Doctor Who story with a terrifying menace, and it made sense to connect the two together as the story evolved and the similarities between the two stories became apparent. This allows the right story for a creature like the Midnight Entity to manifest itself naturally through the script rather than trying to force a sequel out of something. It reminds me of the way that Russell T Davies previously incorporated the Macra into Gridlock because they fitted with the story, and this has the same kind of approach and works wonderfully as a result.

The Well has a well-plotted suspense and eeriness to it that is established in the environment. There is a darkness and sense of solitude to the planet as soon as the Doctor and Belinda arrive on planet 6-7-6-7 which evokes a sense of disconcertion and mystery. There is a well-defined backstory to the planet. The planets in the sky and wondrous landscape gives you the sense that this was once a beautiful planet to behold but it has been stripped bare and abandoned. It gives you the clues to piece things together for yourself and link it to Midnight. Even without the Midnight connections, the backstory informs the scare factor of the planet.

The vast world-building and development of the story draws the whole of the story together and makes it feel believable and real. You need to feel like the world the characters are inhabited in has been thought through and has a consistency and a logic which you can connect and relate with. Russell T Davies and Sharma Angel-Walfall do this very cleverly with tiny little things. The design of the spacesuits has a practical and compact nature which is ideal for the future. The laws and technology that accommodate the deaf community make a lot of sense. British Sign Language was only recognised as an official language in 2022. It makes sense why the accommodations of technology for the deaf community and the broader education of BSL is necessary and feels very forward thinking.

The world-building of the story also nicely ties into the main story arc of the series. It is a matter of fact that in this period earth is in a joint foundation with Lombardo, but nobody has heard of the earth or the human race. This adds an intriguing sense of mystery which works the story arc into the foundations of the world-building of the Doctor Who universe in a very fulfilling way.

Of course, the planet of 6-7-6-7 has plenty of world-building which is neatly meshed into the narrative in a way which adds to things. The mention of the galvanic radiation is a meaningful clue to point to what the planet is. The planet being ravaged by wars and the result of mineral exploitation feels very believable. It also makes sense that despite what happened in Midnight that people wouldn’t have the good sense to leave the planet alone and leave the danger that exists be. The reveal of the Midnight planet means something to the audience and the Doctor, and it makes sense in the world of the show. It connects in a way which is very powerful.

There is a spookiness that is created by Russell T Davies and Sharma Angel-Walfall that has the traditions of Doctor Who baked into it. The setting of an abandoned environment and a scary monster has the DNA and the scariness of what defines the show. The most sinister and effective parts of the story are the scenes involving the Doctor and military characters simply investigating the carnage and the details of what the Midnight Entity has left behind. It homes in on a sense of unknown and an anxiety and fear which is very chilling. Doctor Who thrives when it is given breathing room and can incite a disturbing fear from its audience. The suspiciousness of Aliss brings that unsettling vibe to the episode. The slow movement and gradual development of the story is in its favour, it allows itself to develop naturally and slowly unravel. I’ve often favoured the original series because of the time it takes. Therefore, I can strongly appreciate a story like this which is defined by how it creates atmosphere, horror and suspense and allows its natural ingredients to impact the audience. It reminds me of stories like the Ark in Space, Tomb of the Cybermen and the Horror of Fang Rock and the way they engulf you in a scary environment.

I think it's time to look at the threat of the Midnight Entity itself. The 2008 Midnight story's threat stemmed from its unknown nature. You didn’t know what its motivations were; you didn’t know what rules it operated by or how it survived. There seemed to be both a childishness and a curiosity to it, but very little else and that ambiguity and mystery is what made the villain so captivating. The brilliance of how it's handled here is that it doesn’t rely upon the same gimmick and concept from Midnight, but still behaves in a way that is very natural and in character for the entity itself. The entity from Midnight had a sense of curiosity and evolved across the story to terrifying results. The Midnight Entity has progressed to a greater degree, which enhances the threat from Midnight. Trying to further exploit the knocking and repeating from Midnight would have had regressive results.

However, the Well still uses the Midnight Entity in a very sinister way with a very defined concept. The Entity is used in a way which has far greater physical threat. The danger of having something behind you that you know is there, but not knowing what it is has a wonderful sense of unease and malevolent evil. It plays on a very human anxiety and sense of disconcertion. There is something relatable about the fear of something behind you which you can identify with. It gives an anxious energy for the story to play with. The writing allows the villain's powers to be displayed and the stress on the main characters to be shown. This allows the villain and the threat to evolve and the impact of its cruelty to be aptly demonstrated to fantastic results. The concept of anyone who goes behind you being immediately killed by this invisible and dangerous physical force is a terrifying idea. It has the same characteristics of the Entity in the fact that it's actively toying and playing with the people to delight and learning about them as a result, but you see a whole set of different behaviours and methods. The Entity has evolved very naturally and has found new ways of exploiting people and new ways of traumatising them, pushing them to the limit and is still learning.

There is the same sense of psychological horror that is present within the story. You know it’s worked its way through the entire crew of the mining colony, and many have been forced to kill each other to try to get rid of the creature which is horrifying. The way the Entity creates anxiety of one another and turns friends and comrades against each other is the power of its threat and evil. The Well still plays on the same themes and is an extension of the same aspects and horror elements. As a sequel it's similar to Aliens. It uses the characteristics of the same threat but redesigns it and uses it in an entirely different way with a different scale. The Well doesn’t match Midnight but its ending and the ambiguity of the implication of the survival of the Midnight Entity is harrowing enough to justify its existence.

I feel like it makes sense to discuss Aliss Fenly at this point, played by Rose Ayling-Ellis. She puts in an incredible performance and is, from my perspective, the best guest performance from an actor on the show in over a decade. The character of Aliss Fenly manages to merge a sense of suspiciousness with a sadness and relatability. Aliss has been under incredible stress and torment, seeing the Midnight Entity run through the colony and killing those closest to her. You feel Aliss’s anger, frustration and pain throughout. She feels an understandable worry for the wellbeing of her daughter and also a need to try to get out to safety. You feel for her impatience for being targeted and treated as suspicious and understand the upset that causes her. However, the blend of suspiciousness in the character has just the right dose to work perfectly. Her experiences as a deaf woman are also given appropriate attention. You see, the prejudices she receives and how frequently people willingly shut her out of conversations and how that feels for her. You have a varied emotional range and terrific performance from Rose Ayling-Ellis.

Ncuti Gatwa as the Doctor succeeds as an authority figure in a very traditional Doctor Who formula. I like his relationship with Belinda a lot, he has a lot of sympathy and compassion in his performance. The way he comforts her and promises to get her home and keep her safe is very believable, there’s an emotion and sincerity to his promise that feels real. I also really love the way he tries to connect with Aliss. The way he signs to her and uses BSL is a compassionate way to make her feel comforted and at ease. It helps the two characters to connect with one another and he shows a lot of respect for her and her experience. He still has a lot of the same biases and unknowing prejudices towards deaf culture, but the caring side of him still shines through. He is wary of having to juggle a lot on his plate with the lives he is trying to keep safe, and he’s forced to make tough decisions but with a willingness and bravery to put himself on the line.

I really like the Doctor’s authority and dominance he has over a situation. Ncuti Gatwa has a lot of charm and energetic youthfulness which he injects into the Doctor. There is a charisma and a dominance to the Doctor which allows him to take control. Ncuti Gatwa’s magnetic presence is key to how he gains respect. I really like the trust and relationship which he builds with Shaya Costallion and the friction and conflict with Cassio. The Doctor is a moral character in a military group so there is a sense of unease, but he’s still able to assert himself. Ncuti Gatwa portrays vulnerability and emotion very naturally, selling the stakes of the situations he lands himself in. The past conflict with the Midnight Entity also brings the best out of Ncuti Gatwa. You feel a sense of age and history in the character in dealing with this past conflict and a sense of resolving trauma and past uncertainty. He still feels great fear towards the Midnight Entity in confronting its true nature and motives and there is valuable curiosity in the Doctor. Facing the Midnight Entity still feels like it is traumatic for him and the emotional performance of Ncuti Gatwa still has a lot of impact.

Belinda Chandra, played by Verada Sethu, has a valuable journey as a companion in this story in learning the consequences and the wildness of the universe. She learns the limits of the Doctor and the real turmoil of travelling with him. This has an extra sense of weight with Belinda as an unwilling traveller. There is more of a bond developing between the Doctor and Belinda, but there is a present feeling that Belinda isn’t a willing participant in adventuring. She doesn’t go looking for escapism and finds comfort in her home and family where she roots herself. Belinda finds greater worry and anxiety about what might have happened to her family and what might have happened to the earth when she realises nobody in the future knows of its existence. It brings a very relatable vulnerability to her character. She is very happy to step in and use her skills as a nurse to help, which demonstrates her as a very proactive character which I like. Seeing her put in genuine peril and danger towards the end shapes her being faced with death when plagued with the Midnight Entity. It's great to see the character evolving, and the harrowing and cruel events draw her and the Doctor closer together.

The Well features a group of military characters lead by Shaya Costallion, who is played by Caoilfhionn Dunne. I thought she brought a lot to the character and a very natural sense of authority with a graveness and experience, and I liked her relationship with the Doctor. Costallion has a sense of duty and responsibility and seems very level-headed but very heroic; willing to sacrifice herself to defeat the Entity itself, which had a heartbreaking emotion to it. She goes through an arc throughout in fulfilling her purpose and finding her sense of duty and hope. She lets go of her closed off emotions and practical coping mechanisms and fights for justice.

Cassio Palen-Paleen is played by Christopher Chung and is a very hot headed and youthful character with a self-righteousness which sees them clash with the Doctor. It creates interesting conflict with Cassio overtly challenging the Doctor and having little respect for them. He clearly is someone focused on results and military action with very forceful tactics, which clashes with the Doctor’s interests. The Doctor having to deal with military idiots is a tradition and Cassio adds to the conflict of the story with his inability to listen to the Doctor’s sense of reason. The weak point of the story is in the surrounding guest cast. The story doesn’t take the time to flesh out and develop the surrounding military characters who exist purely to fulfil roles.

The Well is directed by Amanda Brotchie who also directed Lux previously in the season. The directing of the Well is masterful and is a major ingredient in creating the suspense, moodiness and scariness which the whole story thrives on. I love the long shots and the way the visual scale of the planet is demonstrated. The darkness of the surroundings and the absence of light makes the characters stand out in a very broad environment, and it gives a sense of unpredictability and danger to the planet. The group shots and the framing of the military characters are filmed in a way which is always purposeful and moves the story forward. You have a lot of striking and powerful imagery. The handheld camera movements and the lingering of the frame, especially in the scenes with Aliss, defines the creepiness and suspense of the story. You’ve also got to consider how characters are positioned within the frame. Aliss is always separated and made to feel marginalised, which is appropriate and aggressive conflict is created through the visual positioning of the characters. A lot of thought has gone into the directing with exceptional results.

So, overall, how did I feel about the Well? I think it’s a really terrific story, and it gets the essentials and basics of Doctor Who right. Writing a sequel to Midnight was always going to be challenging with the ambiguity and mystery of the original story. However, Russell T Davies and Sharma Angel-Walfall masterfully take the same sense of threat from Midnight but expertly progress it and use it in an entirely different and very refreshing way. You have the terrifying idea of the disconcertion of something which you know is behind you, which creates scary results playing on the same psychological horror which Midnight did. It's an extension of the same themes and scare factor but with progression. Rose Ayling-Ellis puts in an emotional and complicated performance as Alliss Fenly and you have excellent world-building and conflict. It's an intense and suspenseful story which grows and builds and for me the best of the Fifteenth Doctor era at this point.