Nestene Consciousness The Nestene Consciousness , also known as the Nestenes and as Mother Consciousness to its Auton s , ( AUDIO : " Brave New Town " ) was a disembodied life force , a hive mind race and a singular entity existing as energy with the ability to possess plastic . The Third Doctor described the Nestenes as " ruthlessly aggressive [ and ] intelligent . " ( TV : " Terror of the Autons " ) Biology . The Nestene Consciousness could manifest itself either as the same solid plastic an Auton was made out of , as it did in its first invasion of Earth , or as a creature of " pure force and energy " , as it did during the second invasion . Its appearance was of a many - tentacle d monster which was " something between spider , crab and octopus " . ( PROSE : " Doctor Who and the Terror of the Autons " ) According to the Third Doctor , the Nestenes manifested themselves as a " disembodied , mutually telepathic intelligence " , ( TV : " Terror of the Autons " ) and according to Channing , the way the Nestenes appeared on their home planet did not resemble the plastic manifestation that was grown on Earth . ( TV : " Spearhead from Space " ) The Nestenes ' molecular structure had a close affinity to plastic , polymers of high molecular weight , some partially amorphous . ( PROSE : " Autonomy " ) The polymer chains of both thermosetting and thermoplastic resonated along their psychic wavelength . ( PROSE : " Synthespians™ " ) Because of its nature , " humanly speaking " a Nestene manifestation served as the brain or nervous system , ( TV : " Spearhead from Space " ) although it could also be defined as the heart , or appendix , or duodenum , or other terms . ( PROSE : " Autonomy " ) This body would be made out of plastic , allowing it to manipulate its surroundings , ( TV : " Spearhead from Space " ) though a Nestene ' s original body was large enough to dwarf a radio telescope . ( PROSE : " Doctor Who and the Terror of the Autons " ) After the stresses of the Last Great Time War , the Consciousness manifested as a more liquid form with a humanoid face . ( TV : " Rose " ) Abilities . Physical manifestation for the Consciousness was conceptual , being more than just a brain in flesh ; it could exist in various forms , various places , and even various times . ( PROSE : " Autonomy " ) Because of their molecular affinity , the Nestenes had the ability to possess plastic , animating it and making it quasi - organic , " almost like flesh and blood " . ( TV : " Terror of the Autons " ) It existed within everything it controlled , with the more significant of these manifestations including the energy unit s which transported the Consciousness , the Auton robots used as soldiers , and the Nestene creature that served as the central brain / nervous system of the Autons , created from the collected intelligence of the energy units . ( TV : " Spearhead from Space " ) While they were fragments of the Consciousness , Autons had degrees of individuality depending on the portions of intelligence given to them . Channing , a Swarm Leader , could directly control another Auton and was unaware of another ' s destruction . ( TV : " Spearhead from Space " ) The Nestenes could speak through their Autons ( TV : " Terror of the Autons " ) which they directed via the astral plane , ( PROSE : " Synthespians™ " ) although to control larger numbers the Nestenes required a relay station or transmitter . ( TV : " Rose " ) Over the course of its invasions it possessed shop - window dummies , the more advanced Auton s ( TV : " Spearhead from Space " et . all ) , inflatable chairs , doll s , telephone cords , plastic daffodils designed by the Master , ( TV : " Terror of the Autons " ) and rubbish bins . ( TV : " Rose " ) Although they had become pure energy , ( PROSE : " Doctor Who and the Auton Invasion " ) the Nestenes could still transition into physical forms , either though energy conversion or by constructing plastic bodies for themselves . They were able to absorb the psychic energy of willing human s , ( HOMEVID : " " ) and could convert complete human bodies into energy . One Nestene that was absorbed into a human mind was capable of teleportation , projecting energy barrier s , and materialising Autons , although it may have converted the humans to do so . ( HOMEVID : " " ) While the Consciousness was a group mind , it could transport sections of its mind through radio waves , ( PROSE : " Doctor Who and the Terror of the Autons " ) separating parts of the Nestene Mind for invasions so as not to risk the entire Consciousness . With this , if an invasion failed the rest of the Consciousness would know about it . ( PROSE : " Doctor Who and the Auton Invasion " ) Nestene matter may have been capable of performing Block Transfer Computation s , as they required morphologically unstable living organic matter to do so . ( PROSE : " " ) Invasion strategy . The Nestenes invaded planets either for colonisation , using them for sources of plastic and protein , or to destroy them . At first they sent several plastic meteors to a planet . These asteroids could telepathically control specially created plastics , but were more effective when combined . The Consciousness would next control people to create Auton forces to help with further waves of invasions . Some of the planet s which the Nestene Consciousness took over included Cramodar and Plovak 6 . ( PROSE : " Synthespians™ " ) On some worlds , its takeover strategy was as follows : portions of the Consciousness would travel through space in hollow spheres known as energy unit s , making planetfall in formation but appearing like normal meteorites to indigenous lifeforms . When they became active , the spheres would pulse with light and ring with electronic beeps . The first spheres could place a local being under mental control . The Swarm Leader unit either created a facsimile of a native or an original native - form from scratch , ( PROSE : " Synthespians™ " ) and would proceed to construct other Autons and collect the other spheres . The Autons could replace key authority figures . Once the Consciousness within them recombined in an environment tank , the Consciousness would take on a form that it believed perfectly adapted for conquest of the planet on which it had landed . ( TV : " Spearhead from Space " ) History . Creation . At the beginning of the universe , Shub - Niggurath came into N - Space from the previous universe , pregnant . She was able to deliver her child on Polymos , who infused into the entire planet and became the Nestene Consciousness . ( PROSE : " Synthespians™ " ) The Nestenes ' original appearance was that of a cephalapod , before transcending their bodies to become pure energy . ( PROSE : " Doctor Who and the Auton Invasion " ) The Nestenes proceeded to send out swarms to other planets for colonisation . Prehistory . The Nestenes once fought the Time Lord s , who managed to contain them in the Illia Galaxy . Rassilon then destroyed the Nestenes there using the Galaxy Eater , but was aware that some would survive , but would never again be at the power they once were . ( PROSE : " Pandoric ' s Box " ) The Consciousness , lead by the Nestene High Command , ( PROSE : " Doctor Who and the Terror of the Autons " ) had been invading planet s for a thousand million years . When they first arrived on Earth , Mankind had yet to evolve and so they made " deposits " , burying a billion Nestene creatures along the planet ' s ley line s . Although some were destroyed over time , these sites would become holy , being worshiped , feared , or revered by Man . ( HOMEVID : " " , " " ) During Greek times the Nestenes returned , realised there was nothing to take control of , and left promising to come back in a few thousand years . They left behind a pan - polymeric protoplasm , which Scaroth had sculpted into a mask for himself . ( PROSE : " City of Death " ) 2nd century . In 102 , the Nestene were among the factions who joined the Alliance . They came to Stonehenge and helped imprison the Eleventh Doctor in the Pandorica in order to save the universe . As well as the obvious spaceships , they also created a legion of Autons disguised as Roman soldiers . These Autons , believing themselves to be genuine Roman soldiers , tricked the Doctor , who realised too late what they were , and imprisoned him in the Pandorica . ( TV : " The Pandorica Opens " ) When the plan failed , the Autons and the Nestene were turned to dust and removed from the universe along with the rest of creation , except for an Auton copy of Rory Williams , who rebelled against his nature and tried to help the Doctor . They were returned when the Doctor managed to " reset " the universe . ( TV : " The Big Bang " ) 20th century . The Nestene ' s first attempt to invade the Earth in the 20th century , using human - looking Autons to replace key government figures , was thwarted by UNIT with the help of the Third Doctor . The remains from this attempt were stored by UNIT . ( TV : " Spearhead from Space " ) In their next attempt , obtained one of the Nestene meteors and took over a plastics company . Using the company to create fake daffodils , disguised Autons would hand out these flowers for free . Eventually , once millions had been distributed , the Nestene would activate them by remote radio signals , causing them to suffocate and kill millions of people . The Master also created dolls , inflatable chairs and telephone cords to kill difficult individuals . The Third Doctor was able to figure out this plan . He convinced the Master that the Nestenes were too dangerous to be reliable allies , and they reversed the radio beam the invasion force was coming in on , sending it back into space . ( TV : " Terror of the Autons " ) The Sixth Doctor helped UNIT to defeat another Nestene invasion . This did not appear to tax him overly , as he found time to take dance lessons during a lull in the crisis . ( PROSE : " Teach Yourself Ballroom Dancing " ) In 1989 , the Nestene Consciousness tried to take over Earth using the computer company SenéNet . The Sixth Doctor , Mel and the Brigadier prevented the Consciousness from taking over the Earth . ( PROSE : " Business Unusual " ) At the same time , it established a front operation called Galaxy Plastics Inc , and was still operational and undiscovered in August 1990 . ( COMIC : " Business as Usual " ) Circa the 1990s an Auton replica known as Alisha Hammerson set up the Hammerson Plastic PLC company . On New Year ' s Eve , 1999 , she planned to replace several key figures in the plastic industry with Auton replicas , in order that the Earth could be dominated and absorbed . The Seventh Doctor and Mel , gate - crashing the party , broke the Nestene link which de - activated her . ( COMIC : " Plastic Millennium " ) In the late 1990s , Doctor Sally Arnold whilst attempting to discover an energy unit ' s function reactivated it using UNIT ' s deep space satellite , it in turn communicated with the Nestene Consciousness and provided it power to activate several Autons from the Nestene ' s first invasion attempt . The energy unit was forced to adapt to the new environment allowing the energy unit to move around the facility and locate the remnant of the Nestene body from its first Earth invasion attempt . It eventually escaped the UNIT warehouse and attempted to invade Earth again , this was thwarted by UNIT ' s cybernetically enhanced agent Lockwood and his team . ( HOMEVID : " Auton " , " " , " " ) 21st century . In 2005 , the Nestenes infiltrated Earth once more , using warp shunt technology . The Nestenes had lost their food planet s in a war , so their intention was to overthrow and destroy the human race , as Earth was ideal for their consumption needs , being filled with smoke , oil and various pollutants . Rose Tyler eventually defeated them by knocking a vial of anti - plastic solution that one of the Autons had confiscated from the Ninth Doctor into the vat of molten plastic which housed the main bulk of the Consciousness , causing it to explode . ( TV : " Rose " ) Part of the Nestene Consciousness from the 1980s resurfaced barely eight years later , taking over through Hyperville , but was once again foiled by the Tenth Doctor . ( PROSE : " Autonomy " ) In the 2010s a set of energy unit s fell to Earth . ( AUDIO : " Vanguard " ) The Nestene used Simon Devlin ' s company in their plans . ( AUDIO : " Earthfall " ) In this invasion they used the internet to combine their energy . ( AUDIO : " Bridgehead " ) They used Josh Carter to infiltrate UNIT . They could convert humans into plastic . ( AUDIO : " Armageddon " ) Far future . In the 101st century , the Nestene Consciousness was attempting to completely leave Polymos after an invasion by the Time Lord s . It chose the New Earth Republic and attempted to transport its entire body to Reef Station One with the help of Walter J . Matheson . It was stopped by the Sixth Doctor , who trapped it in the body of an advanced Auton . ( PROSE : " Synthespians™ " ) Undated events . The Nestene Consciousness sent a hit squad of Autons to Trenzalore without weapons in their arms to sneak past the Papal Mainframe ' s technology barrier . It initially planned to parachute the Autons directly into the Eleventh Doctor ' s residence of Christmas to grab the Doctor and take him to his death , but upon the crosswinds blowing the Autons miles off course , the Nestene improvised a plan to lead the Doctor into a trap in Devil ' s Elbows Canyon in the Outland . This plan ultimately failed when the Autons were sunk beneath the surface of Lake Lagda while they were aboard the " Lifeboat " after the Doctor set off boronite explosives on board the " Lifeboat " . The Doctor speculated that the Nestene was still in Trenzalore ' s orbit , having used the Autons to hijack one of the spaceships , and believed that the Autons were likely the only thing the humans on Trenzalore were likely to see of the Consciousness . ( PROSE : " Strangers in the Outland " )