10th Doctor
The Shakespeare Code

Executive Producers
Julie Gardner
Russell T. Davies

Phil Collinson

Script Editor
Simon Winstone

Written by Gareth Roberts
Directed by Charles Palmer
Incidental Music by Murray Gold

David Tennant (The Doctor), Freema Agyeman (Martha Jones), Dean Lennox Kelly (William Shakespeare), Christina Cole (Lilith), Sam Marks (Wiggins), Amanda Lawrence (Doomfinger), Linda Clarke (Bloodtide), Jalaal Hartley (Dick), David Westhead (Kempe), Andree Bernard (Dolly Bailey), Chris Larkin (Lynley), Stephen Marcus (Jailer), Matt King (Peter Streete), Robert Demeger (Preacher), Angela Pleasance (Queen Elizabeth I).

Martha takes her first trip in the Tardis, all the way back to Elizabethan England. She and the Doctor witness a series of bizarre deaths and discover that playwright William Shakespeare is being controlled by dangerous witch-like creatures. It seems the time-travelling duo must defeat ancient forces to prevent history from being rewritten.

Original Broadcast (UK)
The Shakespeare Code    	April 7th, 2007			7h00pm - 7h45pm

It is London in 1599 and a hansom young man serenades his sweetheart Lilith at her balcony with a lute. She remarks that his blood is afire and welcomes him inside, but he is far from impressed by the dark and dingy interior. She silences him with a kiss but when she draws away her face is transformed into a warped mask.

She introduces him to her mothers, Doomfinger and Bloodtide; equally hideous creatures who pounce and devour the young boy, leaving Lilith to stand and declare:

“Soon, at the hour of woven words, we shall rise again…and this fleeting Earth will perish”

The Shakespeare Code

Inside the TARDIS the Doctor frantically pulls at the controls, whilst Martha enquires how the ship manages to travel in time. He refuses to answer and with a sudden stop both are thrown off balance; the ship has landed. Martha gets up and as the Doctor mutters about failing his driving test he walks towards the door, welcoming his friend to a brave new world

Stepping outside Martha is astounded by the sight of an Elizabethan street in London alive with activity. Narrowly avoiding a shower of slops from a window above the Doctor comments they’re at a time before the flushing toilet; around 1599. He prepares to move on but his new companion is concerned about affecting the future, something science fiction films have warned her about.

The Time Lord assures her and together they move through the streets, but Martha has more concerns; asking if a black woman is safe in the streets of history. Again he reassures her and as they progress he realises they are near the riverside, not so far from the newly-opened Globe theatre, containing Shakespeare himself.

They step inside to view the Bard’s latest play; “Love’s Labours Lost” and once it has drawn to a close Martha calls for the author, triggering a similar reaction from the crowd. Soon the playwright storms onto the stage, and the Doctor anticipates his carefully chosen greeting.

“Shut ya big fat mouths!”

Somewhat disheartened the Doctor sighs, unaware that in other parts of the theatre Lilith, now back in human form, is caressing a small doll. As Shakespeare addresses the audience she begins to chant quietly, her words having a strange effect over him as he suddenly announces the premier of the play’s sequel for the following night; “Love’s Labours Won”.

As they leave the Globe the Doctor explains to Martha that “Love’s Labours Won” came to be regarded as Shakespeare’s lost play, included on many lists of his works but never found. Eager to find out more he decides that they can stay a little longer, even if Martha was only supposed to stay with him for one short trip.

Some time later they arrive at the Elephant Inn, where Shakespeare and his acting troupe discuss his recent premature announcement. He tells them not to worry; he has only the closing scene left to write. As the landlady Dolly busies herself around him she calls for the housemaid to leave the gentlemen be, and as the girl turns the fresh-faced Lilith unveils her latest disguise.

As the two women depart the Doctor and Martha enter, but Shakespeare is not in the mood to meet his fans. His attitude changes however when he spots Martha. He bids the two actors farewell and compliments Martha on her clothes. She begins to respond in an Elizabethan dialect but the Doctor warns her not to, and instead introduces the both of them with his psychic paper, which the playwright sees through.

Instead he flirts with Martha, intrigued by his “Blackamore lady”; a name she takes some offence at. The Doctor reasons they are in a time before political correctness and claims that Martha comes from a land called “Fredonia”, interrupted when the owner of the Globe theatre, Lynley, enters and swears that “Love’s Labours Won” will never be staged if he is not presented with a script.

He hurries out where Lilith is waiting, pretending to walk into him and plucking a hair from his head in an apparent attempt to flirt. He walks away and she is left to conceal herself in a corner, calling to her mothers to help stop the man who plots to stop tomorrow’s performance. She ties the lock of hair to another of her dolls and chants

“Water damps the fiercest flame
Drowns young boys and girls the same”

She plunges the doll into a barrel of water and in the courtyard the impresario clutches at his throat.

Back inside Martha seems content to have solved the mystery behind “Love’s Labours Won” but she is interrupted by the sound of screams. Hurrying outside with the Doctor and Shakespeare they find Lynley heaving up streams of water. The two travellers rush to help as Lilith continues her spell.

“Now to halt the vital part
Stab the flesh, stab the heart”

She stabs a needle into the chest of the doll and tears off it’s head, and in the yard Lynley suddenly chokes his last, falling to the floor. Martha tries to administer CPR but his mouth is full of water. The Doctor realises that he has drowned, and orders a serving wench to call a constable, claiming he has died an unusual but natural death.

He tells a cynical Martha that he could not claim the truth or the locals would call it witchcraft. However when Martha enquires the truthful explanation he adds to her confusion; claiming it was witchcraft.

Lilith returns home, where her mothers claim that their potion is ready, it is time for Shakespeare’s great mind to free them. Lilith takes old of a smoking bottle of liquid and chants again

“Upon this night the work is done
A muse to pen Love’s Labours Won”

Returning inside, Shakespeare marvels at Martha’s ability as a doctor and the Doctor’s considerable knowledge for a man so young. The two travellers retire to bed and Shakespeare consigns himself to work, hoping to know more of the Doctor’s constant performance, to which the Time Lord recites “All the world’s a stage”

“I might use that” Shakespeare replies, and they bid each other goodnight.

As the Doctor and his companion examine their new room they are forced to squeeze into a single bed, Martha claiming the night’s events are “a bit Harry Potter”. The Doctor denies the existence of magic or similar beliefs and then ponders what has caused Lynley’s death. After claiming his friend Rose would know what to do he ponders about returning Martha home in the morning, leading her to blow out the candle in temper.

Elsewhere, Lilith arrives at Shakespeare’s window, letting the potion she has prepared drift over to the writer, leaving him unconscious. Clambering into the room she stands before him holding a marionette

“Bind the mind and take the man
Speed the words to writer’s hand”

And as she moves the puppet Shakespeare springs to life, scribbling away at his parchment without glancing at his work until he is done. He falls down onto his desk again as Dolly enters with a broom. Lilith turns to face her, her complexion now warped as it was when she seduced her young Romeo.

“I’ll take that to aid my flight
And you shall speak no more this night.”

She lunges forward and suddenly a scream rings out around the house. The Doctor, still awake, springs from his bed to find the woman on the floor lifeless, apparently having died of fright. Shakespeare stirs quickly from his sleep as Martha runs to the window, only to see a witch flying across the night’s sky.

The next day the three friends are none the wiser, the Doctor only springing into action when he hears Shakespeare mention the architect of the Globe having spoken of witches in the past. He runs from the room and the others follow.

Soon they are inside the Globe theatre, the Time Lord struggling to find the significance of the building having fourteen sides, and why it in itself should be so important.

Shakespeare insists it is only a theatre but the Doctor claims it is a powerful thing; a place where you can change people’s minds simply with words. Again this appears to stir him and he asks if he can see the architect of the building, Peter Streete. Shakespeare explains that he was sent to the Bedlam mental institution after claiming her heard voices, and then follows the Doctor and Martha as they make their way to the hospital.

He stops momentarily to hand one of his actors a copy of the final scene, claiming the performance must be good; the queen might turn up. However as he exits the theatre he mutters to himself “As if, she never does”.

On the streets he enquires from Martha more about Fredonia, again taking the opportunity to flirt with her. The Doctor moans that there will be time for such activity later, and the Bard asks if that is a promise he intends to keep. Sighing, the Time Lord moves on.

Back in the Globe the actors, bemused by the last scene Shakespeare has provided them with, begin to rehearse. However as one of them begins to deliver the final speech a violent wind picks up. It settles and the actor continues with his somewhat obscure monologue.

The wind stirs up again and elsewhere in London Doomfinger and Bloodtide, who worry that the process is being triggered too soon, observe the scene. Lilith assures them it is merely a rehearsal. In the theatre an apparition appears before the two actors on stage, an odd-looking spirit who fades to cinders in the sky without a word. The duo swear not to speak of it again, for fear of ending up in Bedlam.

At the hospital Martha is disgusted by the poor conditions the patients are left in, but Shakespeare claims it serves it’s purpose; he once lost his mind in despair and the fear of Bedlam set him straight. The Doctor notes his illness was due to the death of his only son, and Shakespeare admits he began to question the futility of existence; “To be or not to be…” He ponders his outburst and the Doctor advises him to write it down.

Soon the trio enter Peter’s cell and after scolding the guard for beating the poor man, the Doctor comforts the patient, unaware that Lilith is watching him in her cauldron. He holds Peter’s head and tells him to set back his mind one year, to forget the past twelve-month’s events. He does so and after the Doctor lays him down Peter begins to speak.

Lilith dispatches Doomfinger to deal with the Doctor, who listens as Peter claims the witches spoke to him in his sleep, getting him to build the Globe to their design; in particular the fourteen walls. Once the building work was over they snapped his mind. The Time Lord asks where he saw them and he claims it was in All Hallows Street, but before he can say any more Doomfinger appears.

With one touch of his chest she stops the architect’s heart, and looks around for her next victim. Lilith and Bloodtide look on as the carefully-listening Doctor realises that the creature holds power over words. Suddenly his mind clicks and he identifies the number fourteen’s importance in relation to the fourteen stars of the Rexel Planetary Configuration. He announces the creature’s species as being a Carrionite, and suddenly Doomfinger is gone.

Martha is astounded and the Doctor claims the power in a name is old magic. She reminds him of his cynical outlook of the subject and the Time Lord admits it is more of a science, one with a different basic discipline; humans use mathematics as a base for science, the Carrionites use words. Shakespeare asks what these words are used for and the Doctor explains: “The end of the world”.

Doomfinger arrives back with Lilith, who claims she will deal with the Doctor herself. She sends her mothers away to the Globe whilst her target arrives back at Shakespeare’s house with Martha, explaining that the Carrionites were creatures from the dawn of time that disappeared and were then thought of as legend. Theorising that they now wish to rebuild an empire on Earth he ponders if Shakespeare, the master of words, could prove a help.

Martha asks what he was doing when Dolly was killed and he claims he was finishing “Love’s Labours Won”, and recalls that the last few lines of the play struck him as being somewhat nonsensical when he read them back. The Doctor realises that the Carrionites have used him to place the right words in the right place (the Globe) to create an energy converter.

“The play’s the thing…and yes you can have that”

As the play begins, with Doomfinger and Bloodtide hidden in the audience caressing a glowing sphere filled with tiny ghouls awaiting their freedom, the Doctor sends Shakespeare off to the theatre, himself and Martha making a move for All Hallow’s street. “Once more unto the breech” the Time Lord calls, which again Shakespeare is impressed by, only to remember it is his own work.

The playwright makes his way to the stage but the witches will not allow him to stop the performance. Using one of Lilith’s dolls they knock him unconscious, leaving the actors to carry him off under the excuse that he is drunk.

Martha and the Doctor arrive in All Hallow’s Street, the young earthling confused as to how the world could end in 1599 when she is still alive. To explain the Time Lord refers to the film ‘Back to the Future’, reminding her that changing history can have a knock-on effect for the present. The human race could end that very night. Pondering which house is the correct one the he looks on as a nearby door creaks open. “Make that witch house”.

The two friends step inside, the Doctor seeing Lilith and commenting that she has been awaiting them. She remarks that death has been awaiting the Doctor for a very long time, before Martha steps forward and tries to re-enact the Time Lord’s actions against Doomfinger in the hospital. However this time, naming Lilith’s species has no effect; the power of a name works only once.

As if to prove her point the witch utters Martha’s name, causing her to fall down to the floor, asleep. Pondering that the power seems faded, as if she were out of her time, Lilith turns on the Doctor, but she finds no name with which to use against him. However as she looks further into his mind she finds one name that still holds a power over him.

“Your heart grows cold, the North wind blows
And carries down the distant…Rose”

But this does not disarm him either; it rallies him to keep fighting. He turns on her and asks how it was the Carrionites disappeared and then managed to come back. Lilith explains that with the use of the right word, they were banished to the void by a race known as the Eternals. However when Shakespeare’s son died and he began to put his grief into words, a power was created that allowed three of them to escape.

She declares that with the completion of “Love’s Labours Won” the rest of her race will be able to return, and mankind shall be purged. Soon the universe will return to the old ways of blood and magic. The Doctor claims she will have to get through him first and suddenly she becomes warmer to him, caressing his hair. She plucks several strands out then flies backwards through an open window, threading the hairs into another of her dolls whilst she floats in midair.

As Martha awakens the Time Lord identifies the object as a DNA replication module, but is too late to stop Lilith from stabbing the figure’s heart. The Doctor falls down in pain as she flies off, leaving Martha to help him to his feet. Suddenly he realises that only one of his hearts is working, and after some initially unsuccessful manoeuvres she applies a force to his back that starts it beating again. Revitalised he dashes out of the room, his bemused companion hot on his heels.

Lilith returns to the theatre and claims the Doctor is dead. Soon the play is reaching its climax, and the three witches sit gazing at their glowing orb as the last monologue is delivered.

“…betwixt Dravidian shores and linear 5 930167.02 and strikes the fulsome grove of Rexel four. Co-radiating crystal activate.”

Suddenly a light bursts through from the theatre as the newly-created energy is drawn to the glowing orb. Clouds of red smoke drift into the sky and soon the Doctor and Martha arrive, finding Shakespeare awakening from his earlier attack.

They hurry to the stage as the army of Carrionites begin to flood into the night sky. The three witches cackle in victory but the Doctor has one last idea. Calling on Shakespeare to reverse the spell with his own words, the playwright steps forward, improvising a counter spell.

“Close up this din of hateful dire decay
Decomposition of your witch’s plot.
You feed my brains, consider me your toy
My doting Doctor tells me I am not!”

Lilith overhears his words and fears the power they hold, but it is too late to stop him

“Foul Carrionite spectres, cease your show
Between the points…”

He is suddenly lost for words but the Doctor comes to his aid


The playwright repeats the code and continues “

Banish like a tinker’s cuss
I say to thee…”

Again he looses his way and this time the Doctor cannot think of the right word, but Martha soon comes to his aid


Shakespeare shouts out the final word and as the Doctor adds his own outburst; “Good old JK”, the Carrionites’ spell is reversed. The creatures circling the skies are sucked up in a torrent of wind, returning to the void. From behind the stage a shower of paper floods into the whirlpool; the scripts for “Love’s Labours Won”.

In a flash Lilith and her mothers are gone, the sky returns to it’s normal shade and the stunned audience begin to applaud, the Doctor dashing backstage as Martha and Shakespeare take their bows.

Arriving on the balcony the Doctor recovers Lilith’s orb, finding her and her mothers trapped inside, screaming to be let out.

The next day Shakespeare and Martha compare jokes, interrupted as the Doctor appears from the theatre’s props store. Examining an animal skull he admits the resemblance to a Sycorax, and as Shakespeare ponders the word the Time Lord places a ruff around his neck as a brace to nurse his aches from the previous night.

After advising his new friend not to rewrite the play, and adding that the Carrionite orb will have a new home in one of the TARDIS’ attics, Shakespeare laments about writing a new piece, dedicated to his lost son…Hamnet.

Martha is somewhat confused but the Doctor insists it is time for him to return her to Fredonia. However Shakespeare is not convinced, he has worked out for himself that the duo are travellers in time and space. He claims that he and the Doctor are alike in many ways, and prepares to say goodbye to Martha with a new sonnet

“Shall I compare thee to a summer’s day
Thou art more lovely and more temperate…”

Suddenly he is interrupted by an approaching convoy; the Queen has heard of last night’s production and wants to see the play for herself. The Doctor prepares to meet her but when she arrives his feelings are not returned. Calling him her sworn enemy she sends her guards after him and as he flees with Martha, Shakespeare is left to chuckle to himself.

Soon the time travellers are back in the streets, the Doctor claiming the reason for the outburst must lie somewhere in the future. They hurry inside the TARDIS and close the door, closely followed by an arrow that buries itself in the ship’s door.

Source: Dominic Smith

Continuity Notes:
  • The Doctor’s reaction to Martha adopting a Jacobean dialect is similar in tone to that of hearing Rose speaking in a Scottish in Tooth and Claw.
  • An arrow has been shot into the TARDIS door before, in the story Silver Nemesis.
  • The Doctor’s reference to a Sycorax links back to his first full story, The Christmas Invasion. The character of Sycorax appears in the Shakespeare play The Tempest.
  • The Doctor claims to have met Shakespeare in Planet of Evil, believing his acting to be awful. Also, the Doctor, Ian, Barbara and Vicki, although not meeting him, saw Shakespeare's visit to Elizabeth's court through the time/space visualiser in The Chase.
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