The Doctor takes Rose back through time to 1869. But in Victorian Cardiff, the dead are walking, and Charles Dickens joins the battle with the ethereal Gelth.

When the TARDIS lands in the time of Charles Dickens, trouble is brewing in Cardiff. An undertakers has had some problems, in that the dead are coming alive. Rose and The Doctor investigate the unquiet dead. The Doctor decides to make contact with whatever it is controlling the corpses. It turns out it is a race of gaseous lifeforms known as the Gelf. The Gelf seem to be an innocent race, affected by the time war greatly. They need the corpses in order to survive as they cannot take gaseous form for long. The Doctor feels for them so decides to give them the Earths dead bodies. Rose however doesn't agree with this an believes it's wrong. It turns out the Gelf are evil, intent on taking over the world.

Eventually the Doctor, with the help of Charles Dickens, saves the day.