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  • title card: white all caps text reading 'WHAT THE BUTLER SAW' outlined in black and superimposed on a close-up of Benson smiling obsequiously
  • Miles finds himself surrounded by photographs of Emma
  • The trainee butlers form a rank, demonstrating their skill at delivering the mail, Steed is at the far end of the line
  • The officers zip themselves into a huge plastic bag in an attempt to thwart enemy listening devices
  • Hemming's body is found inside the industrial washing machine
  • Miles and Emma are interrupted in flagrante, but not delicto
  • The tape recorder bug is removed from the lining of the Group Captain's uniform
  • Emma and Steed prepare to depart in a helicopter

Series 4 - Episode 22
What the Butler Saw

7 stars

by Brian Clemens
Directed by Bill Bain

Episode Rating

Subject 0-5
3½ stars
4½ stars
4½ stars
Intros/tags 3 stars
3½ stars
Plot 4 stars
3½ stars
Sets/Props 3 stars
7 stars

A gritty drama as a turn about from the previous week's fancy dress, and it plays out well. Fine performances by all involved, but it's a bit staid.

The Fashions

Emma's Fashions Steed's Fashions
  1. White rollneck blouse with turned back cuffs, white wool jacket with black piping along the collar and button holes, with two bands of black on the cuffs and one around the waist, white wool pants, black & white boots
  2. (1) without the jacket
  3. (2) with wrap-around sunglasses
  4. (2)
  5. black and white jacket, the buttonhole line and waist forming a cross, with the intersection contrasted in white, worn over (6)
  6. peter pan collared sleeveless dress, fastened with a zip up the back, with false diagonal lacing up the front in 3 Xs, top a pale green to contrast the white of the collar, laces and skirt, the colour descending in a curved downward point (semi peasant-style) at the waist, with white shoes
  7. leather open overall (zipped up back), worn with a white high-collared shirt with long sleeves and 10 or12 cloth-covered buttons and b/w boots
  8. marigold suit with large white cuffs, three double diamond shaped frogs instead of buttons down the front
  1. grey three-piece suit with pale shirt and silk tie, quickly covered with a barber's sheet
  2. Royal Navy Commander's uniform
  3. Tank Corps Major's uniform
  4. Royal Air Force Squadron Leader's uniform
  5. (1)
  6. (1) with dark bowler and umbrella
  7. dark single breasted three-piece suit with a dark shirt and tie, with overcoat with dark collar detail
  8. (1) with dark bowler, later with the overcoat of (7)
  9. wing collar shirt with black trousers, waistcoat and bow tie (butler's uniform), sometimes with apron, later with tail coat
  10. (8) with dark patterned cravat, brown gloves and black umbrella with whangee cane handle
  11. butler's uniform like (9) but with pin-striped trousers and black tail coat
  12. navy chalk-stripe three-piece suit with dark bowler and black umbrella of (10), white shirt and silk tie

The Cars

Marque/Model/Type Number Plate
rowing boat -
RN motor launch -
Saracen armoured car -
Helicopter G-ASHD
Lotus Elan S2 HNK 999C
Austin Taxi VGF 345

Who's Killing Whom?

Victim Killer Method
Walters Sergeant Moran V* shot
Barber Sergeant Moran V* stabbed
Reeves Sergeant Moran V* bayonetted
Hubert Hemming Benson V* shot
Click a name to see the face

Continuity and trivia

  1. 1:35 + 32:25 - The villains use a silenced revolver, which simply doesn't work. Silencers don't work on most revolvers due to the gap between the barrel and the cylinder.
  2. 4:50 - Pamela Davies plays the WRN, as evidenced by this newspaper clipping.
  3. 5:00 - the Admiral's house set was reused as an Admiral's office in A Funny Thing Happened On The Way To The Station.
  4. 4:50-13:30 - Steed disguises himself as three different officers - one for each force - to infiltrate the abodes of the suspects in the case, sporting different false facial hair and medals for each one.
    He patriotically gives them the names red, white and blue.
    My favourite is his R.A.F. officer, all enormous curled moustache and "what ho! jolly good show!" accents.

    He later enrolls at the Butling academy run by Hemmings and Benson and is sent to Group Captain Miles, dressed in butler's garb

  5. 10:35-11:23 - There's a hair stuck to the top edge of the transfer plate, from the location shot of the helicopter approach to Steed entering the house.
  6. 11:59 - Another Bond reference: In the scene where they parody the RAF's love of abbreviations, SL Hogg asks, "Downgraded to double-O 7?" and Steed replies, "Upgraded to BB5".
  7. 15:55 - Mrs Peel has a telephone in her car.
  8. 17:10 - The picture of Emma in Miles' bin is a publicity still from Man-eater of Surrey Green, the other photos of Emma are publicity photos.
  9. 19:50 - Patrick Macnee is replaced by a stand-in for the car ride and getting out to approach the butling school
  10. 22:15 - Steed's references are from the Duke of Duffup, the Earl of Isley, & The Honorable Flegghorn. Benson checks them and finds they're all the names of pubs (33:54).
  11. 29:14 - Shades of Get Smart as the officers climb into a polythene bag of silence to try to ensure complete secrecy.
  12. 30:45 - The enormous washing machine is a Bill Twenty.
  13. 31:32 - The photo of Steed is another publicity photo.
  14. 32:18/31:45 - there's no way Hemming would ever have fit through the washing machine door.
  15. 34:34 - Obvious product placement for Bollinger champagne.
  16. 34:41+47:39 - There are significant streaks on the RHS of film.
  17. 43:22 - Steed catches the tail of his jacket in the car door.
  18. 47:45 - A brilliant bit of editing in the fight sequence, as we cut from the two stuntmen back to John vLe Mesurier & Patrick Macnee.
  19. The new DVD masters have a superb picture compared to earlier releases, but the PAL masters seem remarkable at odds with the old NTSC masters, as these two pictures below will attest - the new release is significantly cropped at the top and right of the screen.
    Even more strangely, the test-run timecoded episodes had more visible screen area but nothing like the NTSC version, so something may have gone wrong in the DVD pressing phase AND not every scene is affected.

    NOTE: This seems to have been corrected in the blu ray release.

  20. Running time: 49'46"
A note on the timecodes
Where I have listed two sets of timecodes, the first is from the 2009-11 Optimum Releasing/Studio Canal DVD sets, any other timecodes are from the A&E and Contender DVD sets from a decade beforehand.
The new releases have been remastered and their frame rate has been changed, resulting in a shorter running time. However, the picture quality has increased markedly. I assume this is because they used a simple 2:2 pulldown (24 @ 25) when converting from the original film masters (film runs at 24 frames per second, while PAL runs at 25fps, the new DVDs are in PAL format).
This pulldown was also the cause of audio errors on many episodes, especially for Series 5, as the audio sped up to match the new rate (4% faster), rather than being properly pitch-shifted. Checking the dialogue sheets, which list the feet and frames of the reels, it looks like the speed change is around 5.04%, so there may be some cuts as well - probably from around the commercial breaks and ends of reels, as they amount to about 25 seconds. All my assumptions are based on the episodes having been filmed on standard 35mm film, which has 16 frames per foot and runs at 24 frames per second, so a minute of footage uses 90 feet of film (1,440 frames).
These audio errors have been corrected in the currently available DVDs, but the 2:2 pulldown remains. There is also the addition of a Studio Canal lead-in, converted to black and white to match the episode for Series Four, but colour for Series Five, adding an extra 18 or 19 seconds to the runnning time and making it harder to match timecodes with previous releases. It's annoying that it has been slapped on every single episode, Series 1-3 didn't suffer this indignity.
The previous Contender and A&E DVD releases didn't seem to suffer from these problems, so I assume they either used soft telecine and preserved the original 24fps rate of the film (my preferred option in DVDs) or they used 24 @ 25 pulldown (2:2:2:2:2:2:2:2:2:2:2:3 Euro pull-down). Let's hope the much-rumoured bluray release will revert to native 24fps with soft telecine so we won't have these problems again.

Cast notes

  1. John Le Mesurier (Benson) is beloved by fans of Dad's Army worldwide - he normally plays quite pleasant chaps, unlike his rôle here.
  2. Howard Marion Crawford (Brigadier Percy Goddard) - who normally plays unpleasant chaps - turns up again as The Sixteenth Duke of Benedict in The Living Dead.

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