Upstairs, Downstairs
Season Three

3.1 (27) Miss Forrest
3.2 (28) A House Divided
3.3 (29) A Change of Scene
3.4 (30) A Family Secret
3.5 (31) Rose's Pigeon
3.6 (32) Desirous of Change
3.7 (33) Word of Honour
3.8 (34) The Bolter
3.9 (35) Goodwill to All Men

Upstairs, Downstairs Season Three abandons the idea of keeping the series within the reign of Edward VII and jumps forward two years to cover the pre-war period 1912-14. A higher budget than before is evident with a greater use of location shooting.

A few cast changes are apparent. Rachel Gurney expressed a desire to move on from the series, afraid of being typecast. She did however agree to guest star in the first episode so that a suitable plot could be written for Lady Marjorie's leaving. Frail middle-class secretary Hazel is introduced as the new mistress of the house.

Nicola Pagett had walked out on the show after the previous season following a disagreement about her non-appearance in a proposed (but never made) cinema feature film based on the series (which would have seen Sarah having an affair with Lady Marjorie's brother, Hugo). Her character, Elizabeth, is mentioned as having moved to America. A new character – Richard's ward, Georgina Worsley – is introduced later in the season in order to maintain the correct balance of ages within the programme.

The run of episodes is more consistent than the previous seasons – there being fewer high and low points. One of the best segments is A Change of Scene, the "downstairs" thread of which finds Hudson indulging in much soul-searching as to whether his loyalty to the Bellamys outweighs his desire to accept a satisfying new job that he has been offered at a large country house. Also enjoyable is Goodwill to All Men which sees Daisy, a new maid, and Georgina planning an ill-fated Christmas visit to Daisy's estranged family in the East End of London. Rose's Pigeon sees the return to Eaton Place of Alfred the footman from the first series, this time on the run after killing his homosexual lover.

Desirous of Change sees Richard Bellamy falling in love with a gold-digging French countess. It is a somewhat strange episode which, by the third part, is even taking on overtones of a trouser-dropping Brian Rix farce!

This season won an Emmy, and the corresponding Golden Globe, for Outstanding Drama Series. Jean Marsh picked up an Emmy as Outstanding Lead Actress in a Drama Series. As if these weren't enough, Angela Baddeley was also nominated for the Outstanding Continuing Performance by a Supporting Actress Emmy! Back in its home country, Season Three won the BAFTA for Best Drama Series.


For a legend/key to the episode guide click here.

Factfiles have been added for each episode. These detail character backgrounds, continuity points, and bloopers. Click on the icon on the left of each episode's entry. These include the original TV Times listing in each case.

Grateful thanks are due to John Iodice – all of the synopses have been supplied by him and are used with permission.

In addition to the listed writer/s, it should be assumed that the script editor, Alfred Shaughnessy, also had story input into each episode to a greater or lesser extent. Shaughnessy's own scripts were edited by John Hawkesworth, the producer. All episodes (except A Suitable Marriage) were storylined by Shaughnessy.

Episodes marked with a † are those omitted from the German run of episodes.

Names in square brackets are uncredited on the episode's on-screen titles. Extras and walk-ons are credited where the information is available, but these details should not be considered exhaustive. Spellings of names in these cases is sometimes uncertain!

All timings are from the UK DVDs of the show as released by Network – these will vary slightly on other releases of the show (e.g. US DVDs). Timings are given as mm'ss". All the Factfiile notes are drawn from what was actually shown on the screen – additional or contradictory material from the novelisations (etc.) is not included. To print a Factfile, press CTRL-P.

Any comments/additions, please email me (address in pink on the front page). Thanks to all those who have contributed goofs and observations to the Factfiles.


Regular cast: Gordon Jackson (Hudson), David Langton (Richard Bellamy), Jean Marsh (Rose), Jenny Tomasin (Ruby), Angela Baddeley (Mrs Bridges), Christopher Beeny (Edward), Meg Wynn Owen (Hazel Forrest/Bellamy), Simon Williams (James Bellamy), Raymond Huntley (Sir Geoffrey Dillon), Jacqueline Tong (Daisy), Anthony Ainley (Lord Charles Gilmour), Lesley-Anne Down (Georgina Worsley), Celia Bannerman (Lady Diana Russell/Newbury), Tony Bateman (Joseph), Joan Benham (Lady Prudence Fairfax), Anthony Dawes (Breeze), Elisabeth Day (Cecile), John Flint (Henry), Helen Lindsay (Mrs Cochrane-Danby), John Quayle (Bunny Newbury), Patsy Smart (Roberts), Leonard Trolley (Mr Forrest), Richard Vernon (Major Cochrane-Danby), Valerie White (Mrs Forrest)

Miss Forrest
3.1 (27)
UK: 27th October 1973
US: 3rd November 1974
Germany: 20th March 1976

Studio: 20th June 1973 (1/13)

While Lady Marjorie is preparing for her trip to America, a bored and restless James takes an interest in Richard's comely secretary, Miss Forrest. When Miss Forrest volunteers to work on a Saturday afternoon and James invites her to luncheon in the upstairs dining room in the absence of his parents, Hudson is thunderstruck. Despite Hudson's protestations, James demands Hudson serve his father's best claret to this "hired typist". Hudson is outraged and resigns in a fit of pique, but cool heads prevail and all is settled before Lady Marjorie leaves on her fateful journey. (John Iodice)

Writer: Alfred Shaughnessy
Designer: John Clements
Director: Bill Bain
Regular cast: James Bellamy, Hudson, Rose, Richard Bellamy, Hazel Forrest, Mrs Bridges, Edward, Ruby, Roberts
Guest cast: Rachel Gurney (Lady Marjorie Bellamy)

A House Divided
3.2 (28)
UK: 3rd November 1973
US: 10th November 1974
Germany: 3rd April 1976

Studio: 4th July* 1973 (2/13)
(* some sources say 4th June)

As newspaper accounts report the sinking of the Titanic, Richard awaits word from the White Star Line of his beloved wife. He continues his work on Lord Southwold's biography to divert him, with the very capable Miss Forrest at his side, when a telegram arrives with the news: "Lady Marjorie Bellamy and Maude Roberts unaccounted for – presumed drowned." James turns to Hazel Forrest for comfort, and the servants are devastated at the news. As Hudson, Mrs Bridges and Rose lovingly recall Her Ladyship, one rainy night a knock at the servants'-hall door sheds conclusive light on the events of the ill-fated voyage. (John Iodice)

Writer: Rosemary Anne Sisson
Designer: John Clements
Director: Christopher Hodson
Regular cast: Mrs Bridges, Rose, Hudson, Hazel Forrest, Richard Bellamy, James Bellamy, Sir Geoffrey Dillon, Edward, Mrs Forrest, Mr Forrest, Roberts, Ruby
Guest cast: Arthur Brough (Stallinbrass)

A Change of Scene
3.3 (29)
UK: 10th November 1973
US: 17th November 1974
Germany: †

Studio: 26th October 1973 (10/13)
Location: 29th & 30th October 1973

James leaves for a country weekend at Sommerby, ancestral home of his friend, "Bunny", the recently inherited Marquis, Lord Newbury. Hudson accompanies James as valet. Among the assembled guests is Lady Diana Russell, a childhood friend of James who is still sweet on him. The problem is that Bunny has his sights set on Diana and expects to propose marriage before the weekend is done. When everything goes awry at a mismanaged luncheon, Hudson puts everything right, proves his mettle and is told that the job of butler is his for the asking. Hudson is captivated at the thought of working in one of England's great houses. Ultimately, James rebuffs Diana's advances and back at Eton Place, Hudson's sense of implacable loyalty and devotion to the Bellamy household trumps the idea of leaving for greener and grander pastures. (John Iodice)

Writer: Rosemary Anne Sisson
Designer: John Clements
Director: Bill Bain
Regular cast: James Bellamy, Richard Bellamy, Hudson, Mrs Bridges, Hazel Forrest, Major Cochrane-Danby, Mrs Cochrane-Danby, Lady Diana Russell, Lord Charles Gilmour, Bunny Newbury, Breeze, Henry, Cecile
Guest cast: Clive Morton (Makepiece), Annette Wollett (Celia Grey), Christopher Benjamin (Max Weinberg), Jane Baxter (The Dowager Lady Newbury), Patricia Lawrence (Mrs Kenton), Tricia Scott (Betsy) [Uncredited: Joss Hanbury (Bunny's loader)]

A Family Secret
3.4 (30)
UK: 17th November 1973
US: 24th November 1974
Germany: 17th April 1976

Studio: 18th July 1973 (3/13)

It's six months since Lady Marjorie's death and a widowed Lady Prudence visits Eaton Place regularly – she's on a mission to gently prod Richard into marriage. Meanwhile, James has been seeing Hazel secretly, fallen deeply in love with her and tenderly proposes marriage to her. She immediately quits her post with Richard, who is baffled at her sudden departure. When Richard confronts James, he tells all and Richard is stunned. Even more astonishing is her refusal of James' offer. In the end, Hazel's father visits Eaton Place and informs James of Hazel's sad past. This makes James more resolute in his ardour and finally Hazel tearfully accepts him. (John Iodice)

Writer: Alfred Shaughnessy
Designer: John Clements
Director: Derek Bennett
Regular cast: Hazel Forrest, Hudson, Rose, Lady Prudence Fairfax, Richard Bellamy, James Bellamy, Mrs Bridges, Ruby, Mrs Forrest, Mr Forrest
Guest cast: none

Rose's Pigeon
3.5 (31)
UK: 24th November 1973
US: 1st December 1974
Germany: †

Studio: 3rd August 1973 (4/13)

Alfred, the footman who went abroad to work for a German baron, appears at the back door of 165 Eaton Place. Rose discovers him and he tells her that, after a broken engagement, he returned to England and has no place to stay. Rose conceals him from Hudson, but the staff soon catch on and Hudson notifies Richard. His timing is impeccable, because a detective has come to ask Richard about his former employee. Alfred senses that the walls are closing in on him and grabs Edward, whom he holds at knifepoint, while resisting arrest for the murder of a Lithuanian gentleman. (John Iodice)

Writer: Jeremy Paul
Designer: Roger Hall
Director: Bill Bain
Regular cast: Rose, Edward, Mrs Bridges, Richard Bellamy, Hudson, Sir Geoffrey Dillon, Ruby
Guest cast: George Innes (Alfred), Leon Sinden (Det. Inspector Bowles), Bernard Barnsley (Police Sergeant)

Desirous of Change
3.6 (32)
UK: 1st December 1973
US: 8th December 1974
Germany: 1st May 1976

Studio: 31st August 1973 (6/13)

Countess Lili de Ternay, notorious for pursuing older, wealthy men, and her sly brother, Kurt, arrive in London, seeking to exploit an English gentleman of means. With a copy of Burke's Peerage in tow, they manage an invitation to dinner at Eaton Place. Lili assures Hazel that Richard is an old friend and begins to make overtures towards him; however, James and Hazel see through her ruse. Kurt discovers that Richard is broke – the Southwold inheritance having gone to James and Elizabeth – and sets his sights on a very rich Greenwich family. Richard and Lili think it best to stop meeting – a poignant parting of the ways as they have grown quite fond of each other. Meanwhile, starting work downstairs is eccentric new maid, Gwyneth. Though quite capable and pleasant, the servants become suspicious of her when Richard notices that a few objects have gone missing from his room. Hazel feels compassion for the lonely girl, who admits to being the culprit – having taken a fancy towards her master – and promises to return all of the belongings. Imbued with the wanderlust, Gwyneth leaves without giving notice, telling Rose that it's time for her to move on for she is "desirous of change". (John Iodice)

Writer: Fay Weldon
Designer: Roger Hall
Director: Lionel Harris
Regular cast: Rose, Hudson, Mrs Bridges, Hazel Bellamy, James Bellamy, Richard Bellamy, Edward, Ruby
Guest cast: Angela Browne (Contesse Lili de Ternay), Sandor Eles (Kurt Schnabel), Janet Lees Price (Gwyneth Davies)

This episode had a working title of A Polished Surface.

Word of Honour
3.7 (33)
UK: 8th December 1973
US: 15th December 1974
Germany: 15th May 1976

Studio: 17th August 1973 (5/13)

Richard Bellamy is given an insider's stock tip from a former acquaintance. In return, Richard's is asked that he not disclose how he came about this information and Richard gives his word of honour. His investment is tripled within a month and a cloud of suspicion wreaks havoc on Richard's political career and the Bellamy household. All of this can be settled if Richard divulges the man's identity, but Richard is duty bound to his pledge. Hazel figures out a way to clear Richard's name, his source is revealed and Richard is livid with his new daughter-in-law. (John Iodice)

Writer: Anthony Skene
Designer: John Clements
Director: Christopher Hodson
Regular cast: Mrs Bridges, Hudson, Richard Bellamy, Hazel Bellamy, James Bellamy, Sir Geoffrey Dillon, Edward, Ruby
Guest cast: John Horsley (Jack Challen), Edward Palmer (Bunting), Peter Cellier (Henry Pritchett MP), Kenneth Watson (Arthur Naws), Anthony Sharp (Johnson Munby MP), Geoffrey Lumsden (Sir William Trevanion KC MP), John Gabriel (Reuben Chantry MP), Alastair Hunter (Sir Percy Devenish MP)

The Bolter
3.8 (34)
UK: 15th December 1973
US: 22nd December 1974
Germany: 29th May 1976

Studio: 9th November 1973 (11/13)
Location: 31st October & 1st November 1973

James and Hazel spend a weekend at Sommerby Park, home of Lord and Lady Newbury. There are other members of the upper crust assembled and the plan is to humiliate Hazel. Hazel is persuaded by the others to defy James' proscription against her joining in a hunt, but she is nearly killed when her horse bolts. James is livid with his wife's behaviour. Meanwhile, in an adjacent bedroom, an older, married gentleman attempts to seduce her. Hazel has had more than her fill of these antics and abruptly "bolts" back to London, leaving James behind, and returns to the safe haven of Eaton Place. (John Iodice)

Writer: John Hawkesworth
Designer: John Clements
Director: Cyril Coke
Regular cast: Hazel Bellamy, Richard Bellamy, Rose, James Bellamy, Major Cochrane-Danby, Edward, Mrs Cochrane-Danby, Diana Newbury, Breeze, Joseph, Cecile, Henry, Bunny Newbury, Lord Charles Gilmour
Guest cast: Kate Coleridge (Mrs Tewkesbury) [Uncredited: Irene Peters (Maid), Rachel Gibson (Double for Meg Wynn Owen), The Cottesmore Hunt]

Goodwill to All Men
3.9 (35)
UK: 22nd December 1973
US: 29th December 1974
Germany: 12th June 1976

Studio: 12th October 1973 (9/13)

With the newlyweds away, Richard welcomes his mother-in-law, Lady Southwold, and her ward, Miss Georgina Worsley, to Eaton Place for a quiet Christmas. The teenage Georgina befriends her contemporary, the new houseparlourmaid, Daisy Peel. Georgina is deeply moved by Daisy's sad recollections of her impoverished family in London's East End. With good intentions and a sense of adventure, Georgina enlists Daisy to raid the Bellamy pantry and bring Yuletide cheer to Daisy's family in Hoxton. Upon arrival, Georgina is shocked by the squalor she encounters and, back at Eaton Place, Richard and Lady Southwold are very worried that the pair have gone missing. Despite considerable scolding upon their safe return, Georgina and Daisy have the true meaning of Christmas in their heart. (John Iodice)

Writers: [Alfred Shaughnessy and] Deborah Mortimer*
Designer: John Clements
Director: Christopher Hodson
Regular cast: Daisy, Hudson, Mrs Bridges, Richard Bellamy, Edward, Rose, Ruby, Georgina
Guest cast: Cathleen Nesbitt (Lady Southwold), Jennifer McEvoy (Mrs Peel), Dan Gillan (Bill)

* This episode was largely rewritten by script editor Alfred Shaughnessy.

What the Footman Saw
3.10 (36)
UK: 29th December 1973
US: 5th January 1975
Germany: 26th June 1976

Studio: 28th September 1973 (8/13)

The very high-spirited Edward engages in footman gossip while enjoying a relaxing evening at The Crown and Anchor pub. Edward relates to his chums what he witnessed during his recent stay at Sommerby Park: that one Lord Charles Gilmour was romancing the very married Lady Tewkesbury. A private investigator overhears Edward's chatter and the young valet becomes embroiled in a scandalous divorce case Lord Tewkesbury is filing against his wife, citing Lord Charles Gilmour as her lover. Edward is the key witness. Loose lips create many problems and the double standard of the world of the upper class is not lost on Richard nor the servants. (John Iodice)

Writer: Jeremy Paul
Designer: John Clements
Director: Cyril Coke
Regular cast: Rose, Hudson, Sir Geoffrey Dillon, Richard Bellamy, Lady Prudence Fairfax, Edward, Lord Charles Gilmour, Daisy, Ruby, Joseph
Guest cast: Bernard Archard (Colonel Harry Tewkesbury), Walter Horsbrugh (Trumper), Thomas Heathcote (Clough), Robin Sachs (Robert), David Goodland (John), Frank Tregear (Dillon's Clerk)

A Perfect Stranger
3.11 (37)
UK: 5th January 1974
US: 12th January 1975
Germany: 10th July 1976

Studio: 23rd November 1973 (12/13)
Location: 19th November 1973

On a crowded London bus, Rose has a chance encounter with an Australian sheep farmer, Gregory Wilmot. He woos Rose, who is very cautious and suspicious about his attention. After a week of outings, Rose is smitten by this captivating man. She invites Gregory to Eaton Place for tea to meet her "family". Mrs Bridges is charmed by Gregory, but Hudson is sceptical. Gregory proposes marriage to Rose in front of the staff and Rose accepts. Hudson is stunned that Rose would leave the comfortable, familiar world she has known for the Australian outback. After a tearful goodbye in the servants' hall and best wishes from Captain James and Hazel, Rose departs... but returns abruptly. Her reasons are dubious but Hazel comforts her. Resigned, Rose accepts her lot: she is destined to stay in service in the Bellamy household for the rest of her days. (John Iodice)

Writer: Jeremy Paul
Designer: Roger Hall
Director: Christopher Hodson
Regular cast: Mrs Bridges, Hudson, Rose, James Bellamy, Hazel Bellamy, Edward, Ruby
Guest cast: Keith Barron (Gregory Wilmot), Mitzi McKenzie (Teashop Assistant), Robin Ford (Shipping Clerk), Julia Sutton (Dorothy Mathews*), Robert McBain (Hamish Mathews*), Joyce Windsor (Mother) [Uncredited: Derek Chafer (Tram Conductor), Diana Chapman (Teashop Waitress), Colin Barrie (Son), Laurence Archer (Second Shipping Clerk), Jill Goldstone, Barbara Bermel, Lesley Hand, David Cleeve, Richard King, Roy Pearce (Dancers), Bill Povey, Julian Gaillard, Jock Cummings, Judd Proctor, Max Harris (Musicians), Romeo Bertie (?), Kevin Moran, Ken Tracey, Karen Burch, Alan Peters, Pat Qualye, Kathleen Morris, David Billa, Dennis Plenty, Ronald Gough, Ann Plenty, Elaine Williams, Bunny S__man, David Eynon, Stuart Myers, Lewis Alexander, Sonnie Willis, Adele _____, Aileen Lewis, Lola Morice, Jean Channon, Iona Macrae, Lorna Kilner, Tina Winter, Jenny Elsden, Jackie Elsden, Derek Hunt, Terry Sartain, Gary Dean, Willie Beauman, Ray Edkins, Les Ames, Keith Goodman, David Melbourne (Non-speaking artists at dance), Freddie White, Tom O'Leary, Lois Kentish, Jean Hilton, Rikki Lancing, Vi Delma, Emmett Hennessy, Bill Lodge, Renee Roberts, Betsy White, Terry Francis, Sylvia Osborne (Extras in teashop, tram and shipping office)]

* Note the spelling of "Mathews" here compared with the credits of Home Fires in Season Four.

Distant Thunder
3.12 (38)
UK: 12th January 1974
US: 19th January 1975
Germany: 7th August 1976

Studio: 7th December 1973 (13/13)

In the midst of a relentless London heatwave, Hazel suffers a miscarriage. James is indifferent toward his wife's distress, as his focus is now on his step-cousin, Georgina, who has come to live at Eaton Place. Richard is alarmed at his son's behaviour, and things come to a head when Hazel and James engage in a fierce argument. Richard intervenes and James demands that his father move out of the household. Downstairs, Rose and Hudson engage in rigorous verbal sparring at the turn of events upstairs and Daisy, through her tears, succumbs to the mounting tension in the household. As Britain is about to become engulfed in the First World War, the occupants of 165, both upstairs and down, are uncertain what the future will bring. (John Iodice)

Writer: Alfred Shaughnessy
Designer: John Emery
Director: Bill Bain
Regular cast: Hudson, Rose, Hazel Bellamy, Richard Bellamy, James Bellamy, Ruby, Georgina Worsley, Daisy
Guest cast: none

The Sudden Storm
3.13 (39)
UK: 19th January 1974
US: 26th January 1975
Germany: 21st August 1976

Studio: 14th September 1973 (7/13)
Location: 3rd September (Knowlton Court) 4th & 5th September 1973 (Herne Bay)

Mrs Bridges has taken a shine to Albert Lyons, purveyor of fish and poultry to the Bellamy household. She invites him to downstairs luncheon and becomes increasingly smitten with him. Upstairs, Hazel tells Richard that she plans to leave James and hopes "to seek refuge with her typewriting machine somewhere". The servants go on a day trip to Herne Bay during a bank holiday and Mrs Bridges is dismayed by her chance encounter with a drunken Mr Lyons. With the invasion of Belgium, Britain is irrevocably involved in the European conflict; Captain James leaves Hazel and Richard to report for duty and Richard tells Hazel that she is needed now more than ever at Eaton Place. That pleasant order of life the Richard has known and loved – the world of the late Lady Marjorie – has starkly come to an end forever. (John Iodice)

Writer: John Hawkesworth
Designer: Andrew Drummond
Director: Bill Bain
Regular cast: Rose, Mrs Bridges, Hazel Bellamy, James Bellamy, Richard Bellamy, Hudson, Edward, Georgina Worsley, Ruby, Daisy
Guest cast: Frank Middlemass (Albert Lyons), Paul Alexander (Hon. Billy Lynton), Raymond Barry (Mr Lyons' friend). Pierrots: Peter Honri (Uncle Claude), Paul Haley (Uncle George), Avril Fane (Auntie Lil) [Uncredited: Devon Ericson (Girl in pink dress at Pierrot show), Peter Armitage (Man at Pierrot show), Stuart Myers, Bill Herbert, Sue Bishop, Judy Nicholls, Michael Moore, Ken Tracey, David Billa (Extras at Country House), Constance Carling, Barbara Bermel, Alan Casley, Geoff Witherick, Keith Norrish, Bill Lodge, David Cleeve, Tom O'Leary, John Dolan, Colin Barrie, Elizabeth Balogh, Grace Dolan, Cy Town, Laurence Archer (Extras in studio)]

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