There is a place in between times, in a time where there is no time. The people who live there work in the shadow of the Clockwork Men, who are rarely seen because they exist in the gap between the tick and the tock. They arrive without warning and come for those who can no longer keep time.

The TARDIS lands on an uncharted planet orbiting a dwarf star on the edge of an elliptical galaxy. The Doctor can’t tell whether they’ve gone forwards in time or backwards and although the scanner shows rows of crumbling brick walls, cobbled streets and dustbins, the instruments seem to be giving impossible readings. The Doctor and Charley had planned to show C’rizz the delights of a sun-drenched beach or take him to a half decent party, but there seems to be something wrong with the TARDIS. Either that or they’re in a place where time itself is standing still. The Doctor can’t abide a mystery, so they decide to find out for themselves what’s going on. After all, even the best parties become humdrum after a while, and very little of interest has ever happened on a sun-drenched beach. But outside those doors right now, there could be literally anything.

Outside, they debate the nature of the world on which they’ve arrived. Charley is convinced that time must be moving because they can hear the wind blowing, but the Doctor points out that they can’t actually feel it or see its effects on anything. Charley tries to examine the contents of a dustbin, but she’s unable to remove the lid because time has set around it like amber. C’rizz wonders how they are able to move if time is standing still and the Doctor concedes this is a good point. At first he thought the TARDIS might have jumped a time track, but now he’s no so sure. They can faintly hear a clock ticking in the background.

They continue to explore and finds a village square containing hundreds of people, frozen in the middle of whatever they were doing. The Doctor is certain that once time resumes, they will continue laughing and talking without even realising anything was wrong. Although the people are dressed in clothing from the Middle Ages, everyone is carrying mobile phones and is wearing identical watches that show exactly the same time - five o’clock and eight seconds. They notice that many of the people are all turned toward a young woman who appears to be running from the militia on horses. They debate whether the woman is an escaping criminal or someone fleeing from an injustice, but in any case they don’t see that there’s anything they can do as they’re unable to interact with the people. The woman is clutching a vortex shield resonator, which the Doctor seems to recognise, although he’s not sure where from. They also notice a strange castle in the distance with a modern clock tower that looks out of place with the rest of the building. Suddenly, the Doctor becomes alarmed and insists that he’s made a terrible misjudgement and they should return immediately to the TARDIS.

Everyone in this world knows what the Clockwork Men look like from the old propaganda posters from before World War Four. They have clock faces, one arm longer than the other with hands that taper to sword-sharp pointers, and there are cogs grinding where their hearts ought to be. But the stall holder Vannet knows everyone is wrong. She saw the Clockwork Men once out of the corner of her eye and they had no faces. They were sleek, smooth and silver, with no imagination wasted on their design. Cruelly efficient, it took them just a fraction of a second to take her husband Collis. They cut him out of time for eternity without giving him a second chance. To Vannet this was unfair - Collis worked hard and always kept his hands turning, but he was still cut back. Other people get a second chance, even idlers and timewasters like Prince Zanith, who’s never done a tick’s work in all his tock. And when the King winds down, it will be Zanith who becomes time-keeper. Without Collis, Vannet will never have children and will never function as a care-giver. When she becomes too old to keep her own time, then she will be redundant and the Clockwork Men will come for her too.

As the Doctor and his companions race towards the TARDIS, they hear the engines screeching. When the terrible noise stops, Charley and C’rizz have vanished and in their place is Revnon, a worker employed to empty the bins. He accuses the Doctor of disrupting his schedule and demands he move his box so he can get his horse and cart through. He refuses to be downsized for a clock-stopper and warns the Doctor that if he wastes any more of his time, the Clockwork Men will come for him.

As the Doctor and his companions race towards the TARDIS, they hear the engines screeching. When the terrible noise stops, the Doctor has vanished. Charley is unable to open the door with her key and they realise time has set around the ship too. They decide to find the centre of the time distortion on the assumption that the Doctor is bound to wind up there. Unsure whether they have all the time in the world, or no time to lose, they head off in the direction of the castle.

The Doctor is trying to stop people in the street to find out if anyone‘s seen a vortex shield resonator, but no one will spare him the time. Although he lost his companions at five o‘clock, it’s nearly ten to four now. He believes the TARDIS was confused by some sort of localised temporal field, as though it was on the cliff-edge of time. When the ship finally settled, she brought him back with her. He’s asked to move along by Vannet, as he’s getting in the way of her customers and she cannot afford for her stall to seem redundant. He learns that this place is called Industry and although he recognises how important the work ethic is to people here, even he is surprised when she tells him their breaks are planned to the second. When her shift finishes at nine, she’ll go to sleep until six, whereupon she will clock on again. He asks her about the Clockwork Men and she tells him they emerge from the tower between times to punish anyone who holds back the Project. She advises him to apply to King Kestorian for redeployment or they’ll come for him. He explains that his friends are trapped at five o’clock, less than one hour from now, and if he can’t find a way to pull them back into the time stream, he’ll never be able to come back for them. Vannet spots Prince Zanith in the market-place and he’s brought the militia, known as the Watch, with him. They approach the Doctor and tell him he must be taken to the tower to answer to the allegations made against him. The Doctor is delighted as he was planning to go there anyway.

Charley has decided to tie her scarf around the legs of the leading Watchman’s horse to help the frozen woman escape when time resumes. C’rizz reminds her that the Doctor said they shouldn’t intervene, but by then it’s too late because as soon as she lets go of the scarf, it became frozen too. They are limited in the number of places they can go because they can’t enter any buildings unless the door is already open. C’rizz notices that many of the buildings have decaying brickwork and boarded up windows, and all the windows seem to face upwards, in the direction of the clock tower. Inside one, they notice a crowd of people working in tiny cubicles at electric typewriters. They decide to visit the tower, convinced that’s where they’ll find an explanation as to what’s going on. When they go inside, they’re disappointed as it could hardly be described as grand - even the tapestries and paintings just seem to show images of people working. One of them shows a ghastly creature with a clock dial for a face and one arm longer than the other. C’rizz realises it represents an image of time standing over the workers, counting down the seconds of their lives. Time seems to be something people fear on this world. By now they’re hopelessly lost, but they stumble across the throne room and see the King sitting before his court. To their surprise, they also see the Doctor kneeling before him - but everything is still, as if frozen in time.

The Doctor is escorted through the castle and is told that brother and sister Vannet and Revnon have also been brought in for questioning. Once they have given their statements, the King will decide what happens to him. The Doctor offers to save time by telling them everything they need to know, but Prince Zanith has already heard about his five o’clock deadline and he explains that he too can see the future.

Revnon knows that the Clockwork Men exist to keep people turning clockwise and to ensure that no time is wasted. He knows that without them, the people would be tempted to leave their hands idle and they would not achieve Completion. Without them, the people would have no wheels to turn their carts, no machinery to plough their fields, no missiles to protect themselves. Revnon assures his captors that Vannet would never willingly allow her time to be taken. She only consorted with the clock-stopper during her off-time and even then, it was only to keep his hands turning until the Watch arrived.

Prince Zanith has the statements from Revnon and Vannet sent to his father, King Kestorian and they both agree they need to find out more about the Doctor. He appears to have no time code and no personal record. Zanith thinks he must be a spy from Langour, but Kestorian knows that Langour is a lie, designed to speed their workers towards Completion. But if the Doctor has come from a world beyond theirs, their clockwork masters may choose to dismantle the Project or at the very least question the management structure. Kestorian decides he should speak to the Doctor himself.

The three Clockwork Men have left Charley and C’rizz unharmed after they pretended to be frozen in time like the others in the throne room. It was fortunate that C’rizz had his back to them or the robots would have known straight away that he was an alien. Charley had watched the robots ‘scanning’ for symbols etched into people’s skin, then they selected one of the militia and atomised him. She describes a moment of darkness and then suddenly he was gone. After that, one of the robots went up to Prince Zanith and a light shot out of its face, then they all left through a hidden doorway behind the throne.

The Doctor is interrogated by the King and admits that he travels through time and space, but refuses to show him his spaceship. He assures him he’s not a time waster, but he now only has 25 minutes left to reach his friends. The King believes that it’s unnatural to turn back the clock and he accuses the Doctor of trying to sabotage the Project because he feels threatened by their efficiency. The King says he will make a decision about the Doctor’s fate by morning alarm, but his attitude so far makes re-deployment seem unlikely. The Doctor recognises that Kestorian is tired of his routine life, but also observes that he’s worried about what would happen if he broke it. They lock the Doctor up, unaware that during their interrogation he stole the Prince’s mobile telephone. He manages to trace Vannet’s number and calls her, but she is interrupted by her brother Revnon who warns her that telephones are only to be used for work purposes. He has been granted an hour off-clock in return for reporting the clock stopper, but he‘s worried about his sister and blames her husband Collis, who was a time waster. Although she denies this, he urges her to become more motivated as Industry is currently over producing food, so it’s only a matter of time before they cut back on farmers and then market stall holders.

Charley tries to divert the course of the Doctor’s executioner’s axe by blindfolding him with C‘rizz‘s jacket, even though it probably won’t make any difference as he’d already started to swing his axe before he was frozen. She’s curious about the light the Clockwork Men shone in the Prince’s eyes and it seems likely the robots were conditioning him through hypnosis. Although he won’t remember hearing the words, they’re now programmed in his head. Charley realises they may be able to save the Doctor by giving him similar subliminal instructions, but while she’s working out how to do this, the Clockwork Men return. They both pretend to be frozen in position again, but unfortunately C’rizz is now facing directly towards the robots. They see him and drag him away…

The Prince returns to the cell to talk to the Doctor alone. He admits that he believes the Doctor’s story, but says his father has clung to power for a long time by decree of the Clockwork Men. The manuals say that once they have reached Completion, he will be free of their schedule, but in the meantime the King refuses to abdicate, leaving the Prince will no real purpose. He claims that when he is King, he will free his people and he wants the Doctor’s help. He tells the Doctor of a concealed doorway behind the throne which everybody fears. There is a legend on this world of a little boy who once forced his way into the clock tower and fell into the cogs. The Prince has secretly examined the door but he was unable to open it. If he helps the Doctor escape, he promises to distract the King long enough for him to get inside.

Revnon is helping his sister on her market stall, but if she follows his advice to sell food at a lower price, she will not be able to afford to feed herself. Vannet wonders why there is not more to life than work and sleep, which he regards as blasphemy. They will have earned the right to rest once they’ve achieved Completion, but she believes that won’t happen in their lifetime. She reveals that the Doctor has asked her to retrieve a piece of equipment from his blue cabinet, but Revnon has already contacted the disposal team to get rid of it. She blames herself for betraying him, but her brother forbids her from helping. She accuses him of being a coward who lacks the cogs to speak out against the Clockwork Men. That is why he is so resentful of anyone who works less hard than him. He tells her it’s too late to reach the cabinet now and she would only be able to get there in time if she shirked her duties, but she has made up her mind. If she doesn’t help the Doctor, she will spend the rest of her tock wondering what might have happened, dreaming of how they might be free. She asks Revnon to keep her business clockwise while she’s away and promises to be no more than four minutes. The Doctor has already told her where to find the spare key to his cabinet and where she can find his vortex shield generator.

C’rizz is dragged into an office by the Clockwork Men, and before long Charley is brought in too, having been spotted by other robots who emerged from the door behind the throne. He’s surprised when she explains that it’s been over an hour since he was taken away, as it seems like only seconds to him. All the clocks now say one minute past five, which means time must be moving forward normally again. Charley realises the office is the same one she and C’rizz saw outside in the market square, yet they are obviously still inside the clock tower. The senior administration co-ordinator/trained analyst from the Statistical Processing Division introduces himself as Collis and demands to see their time codes. As they don’t have any, he informs them that they will be reported to the Figurehead.

Zanith urges his father to make a decision now, before the Clockwork Men decide he is ineffectual. The Prince argues that the manuals are clear - the Doctor is a rat in their wheelwork and must be removed. The King is sceptical about his son’s sudden interest in his well-being, but Zanith assures him he is safe from the wrath of the robots. If he was killed, the Royal line would come to an end, which would lead to a revolution and a delay in their schedule. As they enter the throne room, they catch the Doctor attempting to open the concealed door using his Sonic Screwdriver.

Collis escorts Charley and C’rizz to their work stations and tells them to prepare for their employment tests. If the Figurehead is to allocate them work, she must first have an assessment of their capabilities. The computer will measure their intelligence quotients, personality types and adaptability. C’rizz is given a small electric shock as a discouragement to escape. Collis tells them the Clockwork Men are programmed to collect and process data to produce short term probability forecasts - in other words, they had predicted a 3.4% chance that C’rizz would take Collis hostage to demand their release. He reminds them that their test results will determine their futures.

Revnon is worried when the Watch arrive in the market and Vannet has not yet returned. They are clearly looking for the Doctor’s cabinet, so he calls his sister and leaves a warning on her telephone.

With everything in the throne room still frozen, Charley tries to plant a subliminal message in the Doctor’s head. She explains the situation and tells him she has repeated over and over again in King Kestorian’s ear that killing the Doctor is not the right thing to do. Just then, the concealed doorway opens up and the Clockwork Men emerge and escort her from the room…

…the downsizer raises his axe and prepares to remove the Doctor’s head from his shoulders when the King orders him to stop. He’s not sure why, but he suddenly doubts that killing the Doctor is the right thing to do. They‘re curious as to where C’rizz’s jacket could have come from and although the King believes it was planted over the executioner’s head by the Clockwork Men, his son points out that the garment was not fashioned on this world. The Doctor has noticed one of the militia guards is missing and the King suspects he was made redundant for being idle. The Doctor argues that as he is no longer a time waster, the Clockwork Men may have seen a future use for him and arranged for him to be spared

Once upon a time, the people of the old word overthrew their gods. They believed that they should be accountable to nobody, and as a result they became idle. They squabbled when they should have worked in concert, they held back science through fear of its misuse, and they died. They predicted the catastrophe when their telescope observed the approaching asteroid that would render then extinct. But they had no missiles with which to deflect it, and no ships with which to flee. Only as time ran out for them did they realise its importance, and that was when their attention was turned to the time beyond their time. That was when they created the Figurehead and charged her with the rebuilding of their civilisation. This time they will realise their own potential and become their own gods.

Charley watches as Collis copies numbers into a computer and in fact that’s all everybody seems to be doing. He tells her that the Watch collects data on all the workers, the King adds his reports and then delivers the forms to this office. Charley realises that the equipment on show here is years ahead of anything outside and she is told that the workers are not allowed access to such technology as they would only misuse it if it was given to them too soon. She’s bored waiting for the Figurehead to finish assessing C’rizz and is shocked when Collis tells her that if his test results and interview are not deemed suitable, he will be turned down for a post and killed. She demands that she be allowed to take the test again as the first time she deliberately flunked her test, giving all the wrong answers, because she was angry about the way she’d been treated.

The Doctor realises the King is frustrated whenever changes are made by the Clockwork Men as this means they are overruling his judgements. Although he abides by all their manuals and keeps the Project on schedule, he’s unhappy that their interventions seem to be growing more frequent. The Doctor wonders why he spends so much effort trying to second guess a bunch of faceless robots and going through the same motions day after day. The King is tired, but cannot abdicate because he doesn’t fully trust his son yet. The Doctor deduces that the Prince has deliberately chosen not taken a wife or have children in order to prevent the crown being passed down to the next generation instead. The King tries to find a role for the Doctor, and he is manipulated into appointing him as an advisor.

After her creators died, the Figurehead waited hundreds of years until the planet was once again inhabitable, and then she had her drones re-seed it with the DNA of its former masters. The creators didn’t want their race to die out, so they built her to give them a second chance. She was their general when the threat of an imaginary war was needed to force the pace of technological change. She has been their guide over the years, throughout the Age of the Innovator and the Age of the Architect, and now she exists to ensure the Industry Project runs along efficient lines and that no resources are wasted.

Prince Zanith interrogates Revnon in the palace dungeon and accuses him of aiding and abetting his sister, a time waster. Revnon assures him that he’d pleaded with Vannet to remain at her post, and when she refused he worked in her place so as not to delay Completion. However, he did not report her crime and even lied to protect her, and is therefore judged to be unreliable and sentenced to be cut back at morning alarm.

Charley spots Collis altering some of the figures on the computer and discovers he’s trying to protect his wife Vannet. He tells her of the time he was collected by the Clockwork Men and brought before the Figurehead, who claimed she had chosen him personally to work with her. Later, he saw his wife’s file and learned she was infertile, and it was only then that he realised he’d been chosen because his use in society was limited as he could never become a father. He’s been secretly trying to convince the Figurehead that Vannet is a hard worker so she will not be considered dispensable.

The Figurehead has been telling C’rizz about the Project. As strangers to this world, he and Charley may possess skills and knowledge beneficial to their work in the clock tower, so she cannot allow them to leave. The workers outside must never learn of their operations, nor can she take the risk that they might betray any secrets they’ve learned to a competing world. It is her experience that few organic beings think about the world they leave behind after their short lives and she wonder if C’rizz is able to see the importance of time? C’rizz refuses to be drawn on this matter and suggests she speak to the Doctor instead as he’s a Time Lord. She reveals that she cannot predict the Doctor’s actions and the Clockwork Men have been unable to remove him from time. He’s also proved to be immune to their conditioning, something which occurs to about 4.2% of organic beings. She asks C’rizz to justify why he feels the Doctor is a good man and she will process his observations and use it to inform her assessment.

The Doctor visits Revnon in the dungeon and tells him he’s offered to hand over a fugitive, his sister Vannet, to the King. He knows Revnon feels aggrieved after spending his life working for the Clockwork Men only to be imprisoned like a common time waster, but Revnon believes the robots will eventually see his worth and save him from the Prince. He believes the Clockwork Men actually helped Vannet escape from the Watch by tying a scarf around the legs of the leading Watchman’s horse, although the Doctor realises this must have been Charley’s work! The Doctor explains that Vannet was bringing him a vital piece of equipment, but he’s worried that she’s alone and afraid and needs his help. Revnon tells him of people that had fled to Langour and have not been seen again, but the Doctor suspects they’ve actually been brought back to the clock tower and cut back. He asks Revnon where his sister might be hiding.

The Figurehead tells C’rizz it isn’t easy to impose efficiency on people who are weak. As they improve their quality of life, they tend to want to enjoy that life at the expense of further progress. Therefore, she has ordered the operations within the clock tower to be expanded, allowing them to collect more data on the Industry Project than ever before. The results of C’rizz’s tests were encouraging, so she wants him to assist in analysing, collating and filing that data which will be used to maintain and programme the Clockwork Men. She offers him the position of Data Transcript Clerk in the Organic Resources Department. He is to begin work immediately.

C’rizz returns to Charley and Collis and tells them about his job, but queries something the Figurehead said about another worker “making room” for him. Collis explains that there are no new posts to fill, so a worker called Jarrasen had to be cut back so he could take her place. Charley’s appointment with the Figurehead has been re-scheduled as the Figurehead has more pressing matters to deal with - namely, the Doctor. Charley becomes angry with Collis’s acceptance of all the killing and wonders whether he would feel the same if it was Vannet who was to die next. Unfortunately it is too late to do anything now. The Clockwork Men left the tower a second ago and have returned already, having carried out their orders.

Zanith wonders why Kestorian released the Doctor when only 44 minutes earlier he was ready to downsize him. He warns his father about openly provoking the Clockwork Men, but the King thinks it’s time things changed on this world and perhaps the Doctor is the person to help them. Without warning, Revnon appears, having been released from the dungeon by the Doctor. He threatens to kill the Prince with his own sword, claiming that Industry will be a more efficient place without him. Just as suddenly, Revnon vanishes into thin air, which convinces the King and his son that the Clockwork Men are on their side after all.

The Doctor and Vannet flee through the office, trying to escape from the people outside. While the Doctor tries to build a barricade to buy them some time, Vannet sees hundreds more workers heading towards them. She believes this is her punishment for turning anti-clockwise, but the Doctor recognises they’re still being affected by the residue of the Clockwork Men’s conditioning. He tells her not to fear change - sometimes the only way to make something right is to tear it down first. He knew a man once who became obsessed with predicting the future and planning for every variable until he realised that he was losing the one thing that was most precious to him: he only wanted to be more human. The Doctor and Vannet reach the roof of the building and realise their only option is to jump across to another building and look for a fire escape.

Collis tells Charley that the Clockwork Men have turned the whole of Industry against the Doctor. She asks him to check his clipboard, and when he does he discovers that Revnon has been cut back! Collis can’t understand why they would do that to someone so conscientious. Even though he hated Revnon, believing him to be officious, arrogant and disapproving, he’s also his wife’s brother and she’s already suffered enough heartbreak. C’rizz isn’t very sympathetic and Collis angrily points out that this is what life is like for people on this world. They fall in love, they make friends and then it’s all snatched from them! Just then, the Great Clock starts to strike an alarm and it appears that the equipment that allows the Clockwork Men to function in between times has stopped working. This means they can no longer freeze time, which will delay the Project as they’ll no longer be able to change the course of time until it’s too late. Collis is worried that the alarm means the Figurehead has decided to authorise Extreme Measures!

Zanith and Kestorian also hear the Great Clock ringing - something that is only done in times of crisis - and realise that the Clockwork Men will soon be coming out to take control. The Prince blames his father for not remaining the lapdog he’s always been. Now Industry will have its revolution after all and there is no point trying to escape. Zanith decides to flee, and asks Kestorian to come with him, but the elderly King refuses, and when the Clockwork Men arrive he throws himself on their mercy. He admits he is now too old and tired to see clockwise and his spring has wound down. He is ready for retirement.

Charley and C’rizz realise the Doctor must be responsible for everything that’s happening and they urge Collis to join their resistance. Most of the Clockwork Men have left the tower and there are only two robots left to watch over all the workers in the office. Collis receives an electric shock, which shows he must have been thinking of rebelling. He insists he is loyal to the Figurehead, but then he gets a report showing that Vannet is the Doctor‘s accomplice.

For generations, the Clockwork Men have hidden from their subjects in the tower. They’ve built legends around themselves and the people believed in them. Now, they could see the blank faces of their gods at last and they didn’t know how to react. Some people, like the King, fell to their knees and begged for forgiveness, but the Clockwork Men did not hear their prayers. They were concerned only with the Doctor and the device that had robbed them of their power. Other people were angry - they didn’t need proof that their gods existed, but when the Clockwork Men finally showed themselves, all it revealed was that they had lied. The people realised they had been used all these years…

The Doctor tells Vannet he is confident that his friends have made it safely to the clock tower so they head for the castle. They are intercepted by Prince Zanith, who wants to gain the favour of the Clockwork Men by handing their enemies over to them. He blames the Doctor for bringing Industry into chaos and for bringing their masters out onto the streets. Their society may not have been perfect, but it was stable and ran like clockwork. The Doctor points out that Zanith has fought the Clockwork Men all his life, and this is no time for a religious conversion. He’s sorry to hear of the King’s death, but urges the Prince not to take his place. The Doctor believes the robots can’t afford to loose any more of their workforce after so many cutbacks. Zanith agrees to help the Doctor get inside the castle before the Clockwork Men return.

In order to escape their two robot guards, Charley and C’rizz realise they have to do something that cannot be predicted. They wonder what would happen if they came up with lots of different escape plans but only decided which one to pursue by rolling a dice. Collis points out that they only have to shoot them once to remove all potential possibilities. Their next idea is to split off in three separate directions, meaning at least one of them should escape. Collis argues that they would probably shoot Charley first as she currently has no job and therefore is of no value to the Project. However, Collis realises the Figurehead is overseeing dozens of Clockwork Soldiers outside and even she can’t attend to everything at once. There are hundreds of administration workers in this office and they’ve already stopped working because they have no one to guide them. As a plan starts to develop in Collis’s mind, he starts receiving electric shocks from their guards. He quickly climbs up onto a table…

When Vannet looked back, she realised the moment she started to believe in gods was when Collis, her wonderful, brave lover and protector, came back to her. It was the very day that her brother was lost. For the first time in her life, it felt like there was some grand purpose that had nothing to do with Clockwork Men. Collis knew that once he stood up on that table, one of two things could happen. He could appeal to his co-workers and tell them this was their best chance to throw off their chains. Or the Clockwork Men could kill him, lose their best worker and impede the Project. Whatever happened, it would demonstrate to the people that the Clockwork Men had finally lost control. That was their weakness - they may be able to see the future, but just this once they were unable to do anything to prevent it.

Zanith is amazed to find his father is still alive and is now back on the throne. He fires question after question towards the King, but Kestorian will only say that he plans to rule until he dies. Zanith realises his father has completely surrendered to the Clockwork Men and is now effectively their prisoner. The King urges his son to join him, but just then the Doctor arrives with Vannet. The Doctor thanks Vannet and Zanith and he now realises that the Clockwork Men cannot kill him without endangering their lives too, which would jeopardise their long-term goals. The robots can only brainwash people during the moments between the tick and the tock and they can’t do anything while the vortex shield resonator is preventing them from freezing time.

Collis flees from the office with C’rizz, but they get separated from Charley. Before they left, they saw their co-workers destroying everything, but now Collis is afraid the people were so angry he won’t be able to stop them. C’rizz assures him they’re doing the right thing by helping the Doctor and Vannet, but Collis wonders about Completion. The Figurehead may be cruel and uncaring, but she is building for the next generation. What kind of a world will they be leaving their children if they stand idle? C’rizz points out that building for the future is one thing, but people should also make the most of the lives they’ve got and it should never be done at the expense of their own happiness. It has to be OK to live in the present, not just look to the future. They agree to use this opportunity to destroy the machines that give the Clockwork Men their powers.

The Doctor, Vannet and Zanith encounter hundreds of workers from the tower and they realise that not everyone who was taken from them was necessarily killed. Charley rushes over to join them and the Doctor is forced to fight off a Clockwork Man who is about to attack her. Zanith follows his lead and encourages everyone to fight the robots to show they won’t be enslaved any more. One by one, the Clockwork Men are ripped to pieces, but in all the confusion they lose sight of the Doctor.

The Doctor slips through the concealed door and confronts the Figurehead, the megalomaniacal computer behind Industry. He tells her he has brought down her unjust society in a little over two hours, which is not his best time, admittedly. She argues that she’s kept this world competitive for generations but now he has denied them Completion and the people will no longer see the benefits of their work. The Doctor wonders what would actually need to happen for this society to reach such a stage and she says they are continually informed by new data and challenged by new threats. They adapt their goals to match the prevailing conditions. The Doctor realises what she means - they will never reach Completion until the organic resources she was allocated have been replaced by mechanical ones and she no longer has any need for the people. The Doctor has brought with him a metal bar from one of the vandalised offices, but the Figurehead is surrounded by force-fields and has back-up files in databanks across the planet. He assures her it was not his intention to attack her. In any case, the Project is already crashing down around them and the Clockwork Men are unable to deal with the revolution because the possibilities offered by free will are unlimited and impossible to predict. He knows only too well what it’s like to have an obsession, to spend every waking moment working towards an impossible goal. These people have been slaves to the clock for far too long and it’s time that was stopped. He raises the metal bar and smashes the Great Clock itself. The Figurehead screams…

When the Great Clock stopped, it was a sign to everybody in Industry that the reign of the Clockwork Men was over. They no longer had time to keep, whereas the people had all the time in the world. In fact, many of the Clockwork Men did not resist the attacks on them as they had already seen the future and knew that they had no place in it.

Vannet finishes telling the story to the children who’d asked her why the clock was permanently stuck at sixteen minutes past six. This was the time of their emancipation. Vannet tells the children about the importance of working hard, but also says they must decide for themselves what makes their lives worthwhile. They must each chose their own path to Completion, but in the meantime she and Collis are happy to teach them about the Figurehead, the Clockwork Men and the society they lived in once upon a time…