All the World's a Stage
Damage and stuff!
"Gotta love those pretentious acting types!"
Some attributes
Date Aired November 25th, 2013 (Promo)
November 28th, 2013 (Part 1)
January 15, 2014 (Part 2)
January 26, 2014 (Part 3)
Previous Episode Henry and Kurt
Next Episode Swashbuckler

All the World's a Stage is the twenty-fourth episode of the second season.


The Skarloey Railway is busy and bustling. At The Blue Mountain Quarry, Duncan is complaining about having to take a load of trucks. He insults Rheneas before leaving, and Rheneas and Skarloey jokingly banter back and forth about the former's paint. Rheneas is still concerned that Duncan's carelessness will lead to trouble, but Skarloey isn't worried, and assures him that Duncan is really just acting out for attention. Meanwhile, as Duncan is puffing along the line, he is so caught up in his grumbling, that he derails on a stretch of bumpy tracks and crashes into the Sodor Shakespeare Company's outdoor theatre. The Actor, in the middle of preforming a soliloquy, angrily insults him for ruining his performance.

The Actor later confers with The Thin Controller and orders him to compensate for the damages caused by Duncan. Bertram arrives, excited about the presence of a Thespian actor, but The Thin Controller waves him off, doubting the old engine has any real knowledge of Shakespearean acting, but is corrected when Bertram majestically quotes Hamlet. The Actor and The Thin Controller are stunned, and The Actor asks The Thin Controller to put on a play starring the engines as a form of compensation.

At the sheds, The Thin Controller informs the engines that they will be putting on a performance of Hamlet. Rusty, Rheneas, Skarloey, Ivo Hugh, Sir Handel, Duke, Peter Sam, and Mighty Mac are not enthused by the idea and become angry at Duncan for causing the accident. Fearless Freddie is interested by the idea, and Bertram cannot contain his enthusiasm. Shy Luke slinks away to hide in the tunnels of the Blue Mountain Quarry. The Thin Controller announces that, being the most eloquent of his fleet, Bertram will be the director of the play, but when the engines are still apprehensive, he delivers a rousing speech to inspire them before revealing that he will be acting alongside them. Skarloey takes the first step, and decides to join in with his controller.

With no time to waste, the engines and the Thin Controller swiftly begin with the audition process, under the direction of Bertram. Skarloey auditions first, followed by the Thin Controller. Duncan goes next, but is confused by the ridiculous lines he is reading, and realizes that Bertram is making him audition for a woman's part! He storms off furiously. Ivo Hugh is next, but accidentally recites a line from Macbeth, another famous Shakespearean play. Next up is Mighty Mac. They complain to Bertram that it is difficult for them to play two different characters when attached to one another. Bertram is concerned that the problem will affect his decisions for casting. Rheneas is the next one to audition. However, the old engine is distraught when he finds out that Hamlet dies at the end of the story. Worse still, now the ending of the story has been spoiled! Bertram assures him that the ending is brilliant, but Rheneas is not convinced, and suggests throwing in a musical number, but Bertram turns the idea down. Peter Sam goes next, but has trouble reading the old English writing. We then revisit Ivo Hugh, who now recites a line from Othello. When Freddie goes up, he tries to convince Bertram to give him the lead role. Bertram thinks Freddie is indeed worthy of an important role, but perhaps not the main character. When Rusty auditions, he has trouble acting, and apologizes for his lack of talent, but Bertram suggests that Rusty puts his repair skills to work, and be the technical producer, which Rusty is greatly enthused by. Next up, Duke auditions... but falls asleep before he is able to utter a line! Ivo Hugh continues auditioning, but now is quoting A Midsummer Night's Dream. When it is Sir Handel's turn, he halfheartedly quotes the opening prologue of Romeo and Juliet. Ivo Hugh comes back one more time, but instead of Hamlet, he recites an advertisement for Tidmouth Kippers! Finally, after all the trouble, the auditions are over.

When casting is complete, the engines are put into costume and bustling about a make-shift stage built by Rusty and Mr. Hugh. Bertram asks Hamlet to take to the stage, and Freddie starts to speak. Bertram tells him that the Thin Controller is actually Hamlet, and that Freddie is Polonius. Freddie is upset that he is not the main character, and Peter Sam is also upset that he is nothing but a tree! Duncan grumbles about being Ophelia, but the Thin Controller hushes them all, and prepares for his soliloquy. He tells the engines that his wife and children will be at the performance, and that he wants to make sure he does a good job in front of them.

Sir Handel also seems to struggle to put any emotion whatsoever in his role (cast as Bernardo, who was the first to see the ghost of Hamlet's father) which leaves Peter Sam to question why he was cast as a tree if Sir Handel is not even trying to do a good job. Fearless Freddie is proving to be a very good actor, and wins Bertram's praise, but Duke is cross because all of Freddie's practicing leaves him sleep deprived. Bertram also tries to get the Thin Controller to purchase a turntable to make it easy for Mighty Mac to project their lines properly, which makes the other engines worry about how much power Bertram has a director. To make matters worse, Mighty Mac (cast as Rosencrantz and Guildenstern, who fortunately always appear on stage together in Hamlet) begins to argue over who should face the audience when they deliver their lines. The icing on the cake, however, is when the sword fight scene with Skarloey (cast as Laertes) ends in a near miss when Bertram realizes that choreography between rail and live actors is much more difficult than he thought!

The day of the performance, The Thin Controller delivers a sentimental pump up speech to commend the engines on all of their hard work. Bertram is grateful too, not only for such great actors, but for such good friends, and asks everyone to go out there and "break a leg!" Ivo Hugh is confused, not being quite sure why they were supposed to have legs that were supposed to break. The Thin Controller corrects Ivo Hugh, telling the engine that it just means "good luck" in theater terms. Rusty happily departs for the stage to make the opening announcement for the large audience that arrived to see the show! In attendance are several friends and family members, the Actor, and even Carlo Debris and Walter Sliggs, who are not too keen about being in each other's company. 

After Rusty delivers the speech, and specifically noting that there will be no smoking during the production, Bertram arrives to give a few words before the show begins, but not without promptly letting off steam and nearly choking the entire audience! Debris and Sliggs choke awfully, and Debris shouts angrily that he had only just managed to quit smoking for the past two hours, and now his progress is ruined. Sir Handel is backstage secretly admiring his make-up, which was the work of an old friend Nancy who used to polish the engines when she was young. The first scene starts up quickly, with Rusty rushing backstage to warn Sir Handel to be at his place on time, and to act like he actually sees a ghost. Sir Handel doesn't heed his warning and prepares to do a poor performance, until Proteus appears in front of Sir Handel, saying hello, and fading away into nothingness. Sir Handel, being given such an awful fright, does a really good acting job, impressing everyone early on. Rheneas comments that Sir Handel is putting a lot more effort in, but Duncan, still refusing to give any positive outlook on the situation, thinks Sir Handel just wants to upstage everyone else. Rheneas is not concerned, mainly thinking that even if Sir Handel did try, he wouldn't upstage everyone. He teases Duncan about his feminine role, which makes Duncan mad.

In the next sequence, Skarloey wishes Freddie good luck in his performance, but Freddie shrugs it off, saying he's going to "blow the performance right out of the water!" Ironically, as soon as Freddie is supposed to deliver Polonius' lines, he suffers from a bout of stage fright and is unable to speak. Peter Sam, backstage and thinking quickly, decides to "spruce things up" by reciting some anecdotes on stage, which quickly turns into a classic stand-up comedy routine. The crowd goes wild with delight as Peter Sam tells jokes, but Mighty Mac, the Thin Controller, and Freddie are horrified on the stage as the production has gone to a complete halt. As Bertram panics as the fourth wall is relentlessly broken, Rusty shunts Peter Sam off the stage, so the play can continue as scripted. 

With Peter Sam and his anecdotes removed, the Thin Controller and Duncan are engaged in a "Hamlet-Ophelia" dialogue. Whilst they exchange lines, two hecklers demand that the two to make out with each other, and encourage "Ophelia" to forget about Hamlet and find another love interest. These comments are the last straw for Duncan, and he decides that he has "had it up to here with this role," to which the Thin Controller is rather confused by, as Duncan does not have arms, and thus cannot indicate where "here" is. Duncan does not care whatsoever, and leaves the stage. Peter Sam offers to take his place onstage, but the others turn him down.

In the next scene, the Thin Controller and Skarloey are preparing for their long-awaited duel. It starts off well, but while moving towards his controller, Skarloey finds that he can't stop in time and ends up breaking the Thin Controller's leg! The play is quickly stopped, and after the Thin Controller's leg is bandaged, the crew returns to the sheds. Ivo Hugh begins to think that Bertram really had meant it when he said "break a leg," but the Thin Controller insists otherwise. Skarloey apologizes for the accident, but the Thin Controller assures him that it was not his fault. Sir Handel insists that he really did see a ghost, but no one else believes him. Freddie frets over his blunder, but when the others bring up their mishaps, he realizes that his was not so bad. Bertram then takes the time to congratulate each actor one by one. The Actor passes on a handcar, encouraging the engines to audition for his musical next season, but the Thin Controller immediately turns him down. Suddenly, Luke returns from his hiding, and the others realize that the little green engine was able to pass by on all the troubles they were forced to go through. Expectedly, none of them took this well...



  • This episode's promo is titled "Duncan's Derailment."
  • This is the 50th episode of Enterprising Engines!
  • This is the second episode to have three parts, the first being Aura of Menace.
  • This episode was intended to be released in December 2013, but due to postponed production midway, and only the first part was aired in December. The second and third parts were released in January 2014.
  • This episode marks Proteus' first speaking role to date.
  • Sir Handel breaks the fourth wall twice in this episode by saying that he should get an Emmy by the time the episode has aired, and the second time by referencing the fact that Bertram's Television Series model was a repainted model of Duke with Smudger's face.
    • Ironically, Bertram points out in this episode that Peter Sam breaking the fourth wall during the show was a grave disaster, and "Ruined the narrative by acknowledging the play is a play within the play."
  • During the third day of rehearsals, Rheneas' line, "How now, Horatio! You tremble and look pale: Is not this something more than fantasy?" is said by Bernardo, whom Sir Handel portrayed.
    • In the same scene, directly after Bernardo (Sir Handel) says "See, it stalks away," Ivo Hugh (playing Marcellus) says "'Tis gone, and will not answer." However, there is a line inbetween (Horatio: Stay! Speak, speak! I charge thee speak!) that was omitted.
  • Whilst auditioning, Sir Handel quotes from the prologue of ​Romeo and Juliet​.
  • Enterprisingengine93 revealed in the first part of his Q&A video that he wrote this episode for both Robert Brandwood (EE93's English teacher and voice of the Thin Controller) and for Bertram's character as well.
  • Ivo Hugh references several other stage shows, including Macbeth, Othello, A Midsummer Night's Dream Les Miserables, and A Streetcar Named Desire.


  • Duncan's magnet shows a reflection of a crew member when he requests help.