|This article is about the episode. You may be looking for the engine or the Buzz Book.|
- “Listen, Dukie, who worries about a few spills?”
It is a cold wintry night on the Island of Sodor and the howling wind keeps the engines in the shed awake. Toby decides that what the engines need is to listen to a story. Duck chimes in that the story must have a happy ending. Thomas tells the others a story his driver had told him recently:
In the story, there were three engines who lived on their own railway. Their names were Duke, Stuart and Falcon. Duke was the oldest of the three and had been named after the Duke of Sodor. Duke felt very proud of this and decided it was his responsibility to keep the younger engines in order. While other engines came and went, Duke outlasted all of them. Stuart and Falcon gave Duke the nickname "Granpuff" and were very fond of him, but did sometimes tire of hearing about his Grace and would occasionally tease him.
Duke warned Stuart and Falcon one day that if they did not behave, they would end up like Smudger. The young engines were curious about Smudger, so Duke told them about him. Smudger was a conceited engine, who ran roughly and often derailed, spilling his loads. Duke tried to warn Smudger, but Smudger simply did not care and laughed at Duke. But he quickly stopped laughing when the manager told Smudger he was going to be useful one way or another. Smudger did not laugh at that and from then on, the only running Smudger did was as a generator behind the shed. He never went on the rails again.
Stuart and Falcon began behaving better and all three remained friends for years. However, this all ended when hard times came. The mines that the engines depended on for work closed and the railway soon followed. As a result, the engines were all put up for sale. Stuart and Falcon were bought together, but no one wanted to buy an old engine like Duke. Stuart and Falcon promised Granpuff that they would find another railway for him to run on.
Duke's crew oiled him one last time, then put tarpaulins on him snugly in his shed and bid him a final goodbye as they left to find new jobs. Duke then went to sleep, waiting for the day he would be able to run again. As time went by, torrents of rain washed soil down from the mountains and trees and hedges grew over the shed. No one would know from looking that a small shed was there, or an engine asleep inside it.
Back to the present, Thomas stops there with his story and Percy is upset that it does not have a happy ending. Thomas tells Percy that there is, but the ending will have to wait for another night.
- The Mid Sodor Railway Manager (does not speak)
- Henry (cameo)
- Gordon (cameo)
- Skarloey (cameo)
- Rheneas (cameo)
- Jeremiah Jobling (cameo)
- Duke of Sodor (indirectly mentioned)
- Other Mid Sodor Railway Engines (indirectly mentioned)
- Tidmouth Sheds
- Sodor Gold Company
- The Old Mine
- Skarloey Railway Slate Quarry
- Rheneas Viaduct
- The Mountain Line
- This episode is based on the story of the same name from The Railway Series book, Duke the Lost Engine, which originated from Wibert Awdry's nickname given to him by his grandchildren due to smoke coming out of his pipe looking like that of a steam engine.
- This episode marks the first and only appearance of Smudger to date, who replaces No. 2's role from the Railway Series story. It also marks the first episode to introduce a television series exclusive character.
- This is the first episode narrated by Bohuslav Kalva in the Czech Republic.
- This marks the first and only mention of the other Mid Sodor engines in the television series.
- On early UK releases of Rock 'n' Roll and other Stories, the lines, "Their names were Duke, Stuart and Falcon" and "Whenever they did anything that Duke thought wrong, he would say 'That would never suit his grace,'" are heard earlier.
- In the early UK release and US version when the narrator said "On their own little railway" the music is heard later.
- Most of the whistle sounds were omitted in the early UK release and US version.
- The Chinese version of this episode credits George Carlin as the narrator and the Hindi narration credits Michael Angelis.
- When Stuart and Falcon pass Duke with their trucks the lighting changes, indicating that the film was cut.
- When Duke talks to Smudger, a chainsaw can be heard.
- As the narrator says "Other engines came and went..." Stuart is wearing his Peter Sam nameplate.
- In the British and international versions, Skarloey and Falcon have Rheneas' whistle sound in some scenes, Rheneas has Skarloey's whistle sound and Duke has Falcon's whistle sound in some scenes.
- After Smudger was scolded, a piece of hair can be seen underneath him.
- In a rare picture, Duke is wearing Falcon's angry face mask.
- In some scenes with Falcon, the space for his nameplate is longer than the nameplate itself, the reason being that Falcon's nameplate would later be replaced by one reading "Sir Handel."
- When Duck says that the story must have a happy ending, a crack in his face mask next to his eye is visible.
- Duck's handrail is loose on the front of his smokebox.
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