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In the Tardis the Doctor (David Tennant) and Martha Jones (Freema Agyeman) are being pursued by an enemy who, the Doctor tells his companion, could trace him across the universe. He knows that his enemies are dying and believes if he could transform into a human for three months the danger would be over. So he places his Time Lord configuration in a fob watch and gives it to Martha to guard.

As a human, John Smith, the Doctor becomes a school teacher in a private school before World War One. Two months into his transformation, Smith is unaware of his previous life as a Time Lord and while his character is quiet and a little timid, he has dreams of being a Time Lord and makes curious sketches in his notebook. Martha, who is aware of what is happening and remembers everything, is his maid.

The Doctor's pursuers, who are known as the Family arrive on Earth in an invisible spaceship accompanied by scarecrow-like henchmen who round up victims to use as vessels. Smith falls in love with Joan Redfern (Jessica Hynes) the school nurse. One of Smith's pupils opens the fob alerting the Family to the Doctor's presence. In a cliffhanger ending at the school dance the Family ask John Smith who they should kill - "Maid or matron, your friend or your lover?"