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For other uses, see Billy (disambiguation).
“Watch out, Silly Billy!”

Don't be Silly, Billy is the thirteenth episode of the eleventh series.


Thomas is given a special to show a new engine around. He arrives at the docks where he meets Salty just as the new engine named Billy arrives. He is eager to go, but Thomas tells him that they have to wait for the Fat Controller until he gives him his job. Soon the Fat Controller arrives and gives Billy three jobs; to take chickens from Farmer McColl and take them to the Docks, deliver diesel oil to the quarry and lastly, to deliver coal to the depot. The Fat Controller tells Thomas to show Billy how to be a really useful engine and leaves. Thomas warns Billy not to pump up his pistons too soon as it wastes steam, and must take on plenty of coal and water, but Billy, in an angry mood, tells him that he is bossy and races off to do his first job. Thomas knowing that he promised the Fat Controller that he would look after Billy chases after him.

Thomas finds Billy collecting chickens from the farm, but Billy puffs off too soon and the chickens are not loaded yet leaving Farmer McColl annoyed, calling him "Silly Billy." Thomas, very cross, puffs after him and finds him at the quarry, but Billy leaves as soon as he sees Thomas. Thomas then finds him at the depot where Billy is collecting diesel oil to bring it to the quarry, but Billy leaves without the diesel oil to get away from Thomas.

Thomas finds Billy at the coaling plant where he is backing up to the coal hopper to fill his trucks, but he accidentally pushes Percy underneath the coal loader and coal falls all over him. Percy, very cross, warns Billy to watch out. Thomas tells Billy that he must be careful and to take on coal and water. Furious, Billy insults Thomas again. Exasperated and exhausted with his behaviour, Thomas tells Billy to go and do whatever he wants. Billy, relieved sets off, but immediately runs out of coal and water just seconds after. Thomas realizes that he did not show Billy how to be really useful and shunts Billy to be restocked. Thomas offers to help Billy so that no one will call him "Silly Billy."

After that, Thomas and Billy work together to deliver the chickens to the docks, the diesel oil to Mavis and Diesel at the quarry and the coal to the depot. Thomas is tired and is about to leave, but stops after Billy thanks him for helping him out and saying that he is a really useful engine, which makes Thomas happy that he has made a good friend.




  • Going by production order, this is the fifteenth episode of the eleventh series.
  • This episode is the first and only appearance of Billy to date, although he was originally intended to appear in the thirteenth series episode, Splish Splash Splosh. Charlie replaced him in the final script.
  • The US narration of the episode was never released on home media.
  • Numerous differences were made in the individual television airings and DVD releases compared to the PBS and Nick Jr. half-hour airing, Experience some of the scenes were either alternate angled or re-filmed:
    • The opening shot of the scene is alternate angled with different bushes and trees added or moved and the timing James and Emily stopping at Maithwaite is different.
    • An alternate angle of Gordon is used with both versions being filmed at a different set and Gordon has different faces.
    • An alternate angle of Percy passing the windmill is used with a different tree added and the bushes next to the tracks are removed on the right in the re-filmed version.
    • An alternate angle close-up of Billy.
    • An alternate angle of Billy's wheels and before he blew steam, there is some steam flowing in the re-filmed version whilst in the original version, there is no steam.
    • An alternate angle of Billy leaving the docks is used and the steam comes out different.
    • An alternate angle of Salty.
    • An alternate angle of Thomas leaving the docks to catch up with Billy.
    • An alternate angle close-up of Billy at Farmer McColl's farm and his siderods changed positions for both versions.
    • An alternate angle when Thomas was cross after Billy left without the chickens.
    • An alternate angle of Billy leaving the depot was used. Diesel oil is added on the platform and the footage is sped up in the re-filmed version.
    • An alternate angle close-up of Thomas leaving the depot was used with Thomas' wheels stopped at a different position, some boxes and barrels were added or moved and a workman was moved.
    • An alternate angle of Percy being biffed by Billy was used with the movement of the trucks and Percy is different.
    • An alternate angle of Percy rolling under the hopper was used with Percy's eyes moving differently in both versions and the footage was sped up in the re-filmed version.
    • An alternate angle of when Billy was happy to do whatever he wanted is used with the two boards of wood placed differently, the clouds in a different position in both versions and steam comes out before he moves in the re-filmed version.
    • An alternate angle of when Billy suddenly stops is used with the two trucks placed differently, the car close to Billy are different colours in both versions, Billy stops further, coal is added on the ground and another section of track was added in the re-filmed version.
    • An alternate angle of when Thomas and Billy deliver the chickens to the docks is used with some workmen moved and amount of wood piled up is different and steam is coming out of Lucinda in the re-filmed version. There was a fade effect after they left Farmer McColl's Farm in the original version while in the re-filmed version there wasn't.
  • This episode was shown in select USA cinemas as part of Thomas and Friends on the Big Screen.
  • In the US narration, Percy says "Watch out, Silly Billy!" early.
  • This episode was likely made for CGI testing, as Dino Athanassiou released story boards of the episode on his blog, however Dino only worked on the show during the twelfth series, meaning that the storyboards were likely a part of CGI testing.


  • Because not all the scenes of Thomas & Billy at Farmer McColl's Farm and the Depot weren't re-filmed leaving a few that were, Thomas & Billy's siderods are positioned different.
  • Because some of the scenes were re-filmed, the chuffing sound and steam coming out is out of sync.
  • Despite Gordon and Percy not letting off steam in the re-filmed versions of the scenes, the sound is still heard.
  • When Percy was biffed by Billy, the last truck jitters up from the tracks in the re-filmed version.
  • In the scenes when Thomas leaves the depot, his eyes are wonky.
  • When Thomas pulls into the docks, his steam platform is visible.
  • The narrator says "Billy backed up to trucks of diesel oil," but there was only one truck.
  • When Billy was happy to what he wants, his siderods have positioned differently even though he didn't move.
  • Diesel's face is tilted when he is at the quarry.
  • In the Latin American version, Mavis has a male voice when she says, "He forgot our oil!"
  • In the US narration, the second time the narrator said that Thomas puffed after Billy, the puffing sound is audible before Thomas moves.


In Other Languages

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Language Title
Chinese 别傻了 比利
Czech Nebuď hloupý, Billy
Danish Tossehoved Billy
Dutch Doe Niet Zo Dom, Billy
Finnish Höpsö Vili
German Ach, du dummer Billy!
Hungarian Buta Billy
Japanese なまいきなビリー
Norwegian Dumme-Billy
Polish Niemądry Wojtuś
Portuguese Não Seja Bobo, Billy!
Romanian Nu Vi Prostuț Billy
Slovak Nebuď hlúpy Billy
Spanish No seas tonto, Billy
Swedish Du är stollig, Billy
Thai บิลลี่ หัวรถจักรใหม่จอมดื้อ

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