The Doctor and Sam arrive on Proxima II, one of the earliest planets colonised in humanity's first big push into space. But instead of a brave new world, they find a settlement rife with superstition and unrest.

The native Proximans are inexplicably dying out. Humans too are being killed in horrific ways, with each face being stripped bare.

Posing as investigators from Earth, the Doctor and Sam must track down the force moving through the dark catacombs beneath Proxima City. It seems that the superstitious whisperings of the colonists may be well founded — that the sinister Face-Eater from Proximan mythology has awakened from its long sleep, to drive out all those who would defile its world...