first broadcast - 4th February 1967


(THOUS, ruler of Atlantis, lies on the floor. He has just been shot by Zaroff.)

ZAROFF: Kill these two men.

(ZAROFF's guards obey.)



BEN: Doctor, look at this! Someone's been having a right punch-up in here.

(The DOCTOR and BEN go to help.)

It's the guv'nor.

DOCTOR: It's Thous!

BEN: Is he alright?

DOCTOR: I don't know. Doesn't seem to have hit anything vital.

BEN: Doesn't look too good, though.

DOCTOR: Neither would you with a bullet in you.

BEN: If we don't stop Zaroff soon, we'll all be for the chop!

DOCTOR: I know. Come on, we must get him to safety.

BEN: Well then what?

DOCTOR: To the generating station.


JACKO: Are you sure the Doctor said we are to meet here?

ARA: He must come back soon.

SEAN: Well if he's not back in five minutes we move on. Okay?

JACKO: Oh, where to, if the whole world is going to blow up in a couple of hours?

SEAN: Ha ha. You're a great comfort to have around, did anyone ever tell you that?

ARA: Look out.


DOCTOR: Anyone at home?

ARA: Oh, Doctor!

(She sees THOUS.)

Oo, what's wrong?

BEN: He's wounded, but don't worry Ara, he'll be alright.

DOCTOR: Where's Polly and Jamie?

ARA: They've gone to Zaroff's laboratory.


ARA: To look for you. I showed them which way to go and then they told me to come back here and wait.

DOCTOR: We'll have to find them. Now, listen everyone. I have a plan.

SEAN: Good.

DOCTOR: It might even work.

SEAN: Well?

DOCTOR: Our one hope of stopping Zaroff is to flood all this lower part of Atlantis.

BEN: But that means in here.

DOCTOR: Yes. The temple, and Zaroff's laboratory.

SEAN: Yes, but will the water stop there?

DOCTOR: Don't know. We'll have to take that chance.

JACKO: Yeah, but the people here...

DOCTOR: They'll have to be warned and moved to a higher level. That's your job and Sean's.

SEAN: And you?

DOCTOR: Ben and I will try and get into the generating station. We'll turn up the power on the reactor, break down the sea walls and flood the laboratory. There's only one thing that's worrying me.

SEAN: What's that?

DOCTOR: Can we all swim?


VOICE: Stabilizer station Z-2 calling, stabilizer station Z-2 calling. Routine check.

TECHNICIAN: Control receiving.

VOICE: Stabilizers normal, nothing to report.

TECHNICIAN: Thank you, station Z-2, report again at zero minus five.

VOICE: Will do.

TECHNICIAN: That's in another ten minutes.

VOICE: Priority, priority. Reactor station Z-3 calling. Reactor station Z-3 calling.

ZAROFF: Zaroff here.

VOICE: Reading maximum. Guages four, five and six steady. Guage three fluctuating and unpredictable.

ZAROFF: Bring in the reserve.

VOICE: The reserve? But if that fails...

ZAROFF: That is an order! Report back if the fault continues.

VOICE: Yes, Professor.

ZAROFF: Nothing can go wrong now. Nothing MUST go wrong.

VOICE: Emergency, power network control.

ZAROFF: Zaroff here, what's the problem?

VOICE: Station eleven is no longer operating, the workers have deserted.

ZAROFF: Deserted? What's the matter with them? Where are they?

VOICE: They're off looking for food.


VOICE: The food supplies have not arrived, and there's a rumor that we're facing starvation. They've all panicked.

ZAROFF: And no reserves?

VOICE: That's right.

ZAROFF: Get them back at once. Send the guards after them.

VOICE: I've had to bring the guards into the plant to prevent a complete breakdown.

ZAROFF: Well do the best you can. I get more men to you within the hour.

(He turns the communicator off.)

Balst! Blast! Blast!


DOCTOR: Come on.

BEN: A guard! How are we gonna get past him?

DOCTOR: We'll walk past him.

BEN: What, in those trousers?

DOCTOR: Well you think I look a bit conspicuous, do you?

BEN: A bit, yeah.

DOCTOR: Maybe you're right. I know! You're a guard, and I'm a prisoner, right?

BEN: Right!

DOCTOR: Just don't make a mess of it, there's a good chap.

(They advance toward the guard.)

GUARD: Halt!

BEN: Prisoner and escort for Professor Zaroff.

GUARD: Password?

BEN: Eh?

GUARD: Password?

BEN: Yeah, well look it's alright for you giving me the old chat, mate, but I know nothing about passwords. I've been out chasing this burke all day.

GUARD: Professor Zaroff's not here anyway.

BEN: Well I know that. My orders was to bring him here and wait.

GUARD: That's all very well. How do I know he's a wanted man?

BEN: Well, blimey, look at him. He ain't normal, is he?

GUARD: Yes, I see what you mean.

(He opens the door.)


DOCTOR: You don't know the password either!

GUARD: It's Oscar. Get him out of here!

BEN: (pushing the Doctor) Alright, get out! Thanks, mate.


DOCTOR: Very well done, Ben, well done. I'm not quite sure about that not being normal bit, but very well done. I couldn't have done better myself.

BEN: Thanks.

(Their path is blocked by another guard.)

GUARD: Halt. Give the password.

BEN: Oscar.

GUARD: Ah, its Oscar.

DOCTOR: Come on, now, we've got little time.


BEN: What now?

DOCTOR: Cut those cables.

(BEN does so. The generating machinery start making strange noises.)

BEN: You know what you're doing?

DOCTOR: Oh what a question. Of course I don't! There's no rule against trying, is there? There. Now, Zaroff's laboratory. He should be feeling the effects of this little lot any time now.


JAMIE: There's a gap through here.

POLLY: Oo, Jamie, I think we're lost. Are you sure this is the way Ara told us to come?

JAMIE: Aye. All the tunnels look alike, though.

POLLY: Listen. We must be somewhere below Zaroff's power source.

JAMIE: Aye, it's like the beating of the Devil's heart.

POLLY: You're not far wrong. We better keep going. The laboratory can't be far away.

JAMIE: Aye, but which way?


ZAROFF: That reading must be wrong, you idiot. I check it myself. No that's not possible. Come here. Look at that reading. That's all we need now, radiation leak. Where the Devil is it coming from?


JAMIE: Ah, I told you, don't look down.

POLLY: But Jamie, look. The wall down there, it's glowing.

JAMIE: What is it?

POLLY: It could be radiation.

JAMIE: Well what's that?

POLLY: Radiation? Well it's... well it's too dificult to explain. The walls are begining to crumble, it's all that vibration.

JAMIE: Let's see, the sea's on the other side of that wall. Now if that gives way... There must be way up to higher ground.

(They hear the sound of water flooding in. Desperately, they begin climbing.)

POLLY: ...get... breath.

JAMIE: Lucky it's uphill. Take more time for the water to reach us.

POLLY: What's that?

JAMIE: It's given way. The sea's breaking through.

11. CAVE.

SEAN: Huh? Will you listen to that.

JACKO: What is it?

SEAN: How would I know, but it certainly isn't closing time at Betty Murphy's pub. It can be only one thing. It's the Doctor, of course. He's started to flood Atlantis. The sea's breaking in.

THOUS: To raise Atlantis from the sea was only the dream of a madman after all.

ARA: Rest. Don't speak.

JACKO: Aye, rest.

SEAN: And you best forget about all that now and look to the future. That is, if we're going to have any future.

(The sound of the water flooding in grows louder.)

Well, personally speaking, not being a terribly good swimmer myself, I think I'll just start to make a move.

JACKO: Ah we've got a visitor.

(DAMON enters.)

SEAN: Damon, you got my warning.

DAMON: My operating room. A life's work, washed away.

THOUS: (weakly) Damon...

DAMON: Thous.

THOUS: We can start again, Damon.

SEAN: Look, if we don't hurry and get onto high ground above water level, we're going to be turned into fish food.

DAMON: Yes, you're right. Quite so. I'll help. We've got a long way to go yet.

SEAN: Come on, Jacko, up.

(They help the injured THOUS to his feet.)

Gently now. That's it.


POLLY: Oh, no! It's a dead end.

JAMIE: Aye...

POLLY: Jamie, we must go back, we've got to warn the others. There must be another turning.

JAMIE: No, I kept an eye open for one on the way up. Besides, would you listen to that water.

POLLY: We've got to get out of here somehow.

JAMIE: You see that?

(His torch flickers.)

There's a draught. Right, that's what we'll follow. I'll go first, and you stay close behind me.

(They head off, ever upward.)


(DAMON examines THOUS.)

DAMON: Artificial respiration. Your wound?

THOUS: A little better. How is my poor country?

DAMON: The water has already flooded the lower parts of the city.

THOUS: The great enemy, which we held at bay for so many centuries, the ever-lasting nightmare, is here at last...

DAMON: Rescue parties are being organized. All passages have been blocked, except the main shaft. We're keeping that open till the last to give the stragglers a chance.

THOUS: What of Lolem the priest?

DAMON: Well, last seen he was going towards the temple to seek aid from Amdo.

THOUS: He is lost, then.

SEAN: We may still find them. Are you alright there?

DAMON: You look after yourself.

SEAN: Oh, hey Jacko? Any luck?

JACKO: What do you expect? They must have all been drowned.

SEAN: Ah well. Probably a better death than the one that's in store for us when Zaroff lets off his explosion.


ZAROFF: No one, I repeat, no one will leave his place. Everything goes according to schedule, except that the time of the big detonation has been advanced. The whole project will be activated from this control point. That is all until zero minus five.

(The DOCTOR enters.)

Ah, we was expect you.

DOCTOR: Good day to you, I hope I'm not too late.

ZAROFF: There is a man who has been trying to sabotage all our plans. Make sure he doesn't leave us now.

(ZAROFF's guards sieze the DOCTOR and BEN.)

DOCTOR: Oooo, how very nice of you, but I'm afraid I've interrupted something important, haven't I? Oh, yes, I can see that I have. You were on the point of exploding your firecracker, weren't you?

ZAROFF: Hahahaha.

DOCTOR: I hope you've let these gentlemen into your big secret.

ZAROFF: They share everything with me.

DOCTOR: Naturally. They can't help themselves, can they? They must be devoted to you, to allow you to blow them all to pieces!

TECHNICIAN: What's he talking about, Professor?

DOCTOR: Ooo, have I dropped a brick? Oh I seem to have shaken something. Zaroff, I think you ought to know the sea has broken through and is about to overwhelm us here.

ZAROFF: Don't listen to him. The man lies.

DOCTOR: Then perhaps the distant roaring that we can hear is just the goddess Amdo with the indigestion?

TECHNICIANS: He's right. Come on!

(The technicians and guards flee.)

ZAROFF: Don't be alarmed. Don't be fooled. Ah. They're cowards, traitors. But it doesn't matter.

DOCTOR: Time is running out, Zaroff. Hadn't you better call it a day?

ZAROFF: You cannot beat me, Doctor.

(ZAROFF operates a control. A transparent screen descends between ZAROFF's console and the rest of the lab.)

Ahahaha. You see, I haff anticipated every situation. There was always a possibility that someone would try to keep me from my ultimate moment of triumph. Now no one can get through this, and all the controls are on this side. Now all I must do is press the plunger when the needle of that dial is over the thousand mark. Simple, no? I tell you, so that you may share the last, great experiment of Zaroff! Hahahaha.

BEN: He's off his rocker.

DOCTOR: I know. We've got to get him out of there. Come up here, I've got an idea.

ZAROFF: Don't go away, Doctor, you will DIE just the same. You might as well shtay and watch me.


JAMIE: Hold the candle. Oh, would you be careful?

POLLY: Sorry, I didn't do it on purpose.

JAMIE: Right.

POLLY: Any luck?

JAMIE: Aye, there's a wee hole down there. I can't see where it leads to though. But if you're willing to take a chance?

POLLY: Do we have a choice?

(They enter. Water floods behind them.)

Only just in time.

JAMIE: Aye, we're not out of the woods yet.


BEN: Doctor, I've got to go, the water's nearly here.

ZAROFF: I see you haff your deserters, too, Doctor. That leaves just you and me.

DOCTOR: Off you go Ben.

BEN: Goodbye.

ZAROFF: Young fool. I will press the plunger long before the water gets here. The result will be the same.

DOCTOR: I know. But it's much more exciting in the dark!

(The laboratory lights go off.)

ZAROFF: Hahahahaha. Doctor, you are a comedian.

(The lights come back on.)

You see, keep very still, Doctor, we haff an emergency system here. You haff solved nothing. Now unfortunately I haff to tie you up. Turn around.

(LOLEM emerges from his place of concealment behind ZAROFF's equipment. He is brandishing a sacrificial knife.)

No! No! You cannot do this to me.

(ZAROFF sees his pistol on the other side of the screen. He raises the screen and dives for the weapon. LOLEM advances on ZAROFF, who fires at the priest.)

No. No. No.

(The DOCTOR races to the control panel. He operates switches at random, and runs from the laboratory.)


BEN: Doctor, hurry. Now what's the matter?

DOCTOR: Ben, I've been thinking. I can't leave Zaroff to drown down there. I'm going back for him.

BEN: But why on Earth? We've got to get out of here quick or we'll be cut off!

DOCTOR: But we can't leave him there.

BEN: Look, you're coming with me.


POLLY: Oh, it's no use, Jamie, I'll never make it.

JAMIE: Course you can. One wee slope, we're away.

POLLY: And another and another and another. It's no use, I won't, Jamie...

JAMIE: Come on.

POLLY: No, no, I can't, Jamie, I can't I can't I can't.

JAMIE: Polly! Polly! Come on. I'll help you.


(Water floods in behind the DOCTOR and BEN.)

DOCTOR: Zaroff. He's cut off.

BEN: Zaroff? Who cares about him? That means the others must be, too. Well are they?

DOCTOR: Well how do I know? All we can do is to go on going up. Come on.


(The sea floods into the lab. ZAROFF is unable to escape.)


DOCTOR: Nearly there. Course, if you will lie down and sleep.

BEN: Who said anything about lying down?


JAMIE: Come on. Fresh air.

POLLY: Oh. We made it. Ben and the Doctor?

JAMIE: Think he wouldn't have had much of a chance back there. They may have.

(Other survivors are emerging from tunnels and caves, and are scattered along the foreshore.)


THOUS: Any sign of the Doctor?

ARA: No. He must have died saving us.

THOUS: We'll raise a stone to him in the temple.

DAMON: No. No more temples. It was temples and priests and superstition that made us follow Zaroff in the first place. When the water's found it's own level, the temple will be buried forever. We shall never return to it. But we will have enough left to build a new Atlantis, without gods, and without fish people.

THOUS: Yes... That shall be his memorial.


BEN: Doctor, what about Polly?

(They continue their climb in silence.)


(POLLY hears a sound from the gloom.)

POLLY: It can be anyone.

JAMIE: Wait.




JAMIE: We thought you were dead.

DOCTOR: What? Polly, good to see. Come on, you two.

(They head for the Tardis.)


(SEAN and JACKO have also made their way outside.)

SEAN: Oh, no I can't believe it.

JACKO: What?

SEAN: A flamin' English police box.

(The box disappears before their eyes.)


DOCTOR: Right. Off we go go into the wide blue yonder, as someone was once heard to remark.

POLLY: Hoo-ray.

BEN: Yeah, I'm not sorry to be out of that place. Poo, Jamie you don't half stink of fish!

JAMIE: Oh, you want to take a wee sniff of yourself, Benjamin. He's not exactly a bonnie bunch of heather.

(BEN laughs.)

DOCTOR: You sound very happy, Jamie.

JAMIE: Oh aye, Doctor, I am now. You know I never thought I'd say this, but well it's great.

POLLY: What is?

JAMIE: All this. I'll never know what makes it go, mind you, but, well at least I feel safe in here. It's only the wee things outside that are, well, alarming.

DOCTOR: You've got a point there.

BEN: Yeah, you can say that again.

JAMIE: It's a fact, though, Doctor? You can't exactly control the Tardis?

DOCTOR: Control it? Course I can control it.

JAMIE: No no what I meant was, can you not exactly make it go where you mean it to?

DOCTOR: If I wanted to. It's just that I've never wanted to.

BEN: Oh, yeah, I bet.

POLLY: Ooow.

DOCTOR: Right! Just for that, I'll show you. Now, where shall we go? I know, let's go to Mars.

(The DOCTOR operates a control. The Tardis lurches violently.)

POLLY: Aaah! Doctor, what's happening?

BEN: Can't you do something?

DOCTOR: Do something? I seem to have done something. It's all your fault, wanting me to tamper with the steering. I'm very sorry, everybody, but I'm afraid the Tardis is out of control!

POLLY: Aaaaaaaaaaa!

Doctor Who




Professor Zaroff








Script Editor



Transcribed by

Thanks to Andrew Deans.

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