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“Show some respect for your elders!
Sorry, Gordon. We're racing!”
―Glynn and Stephen talking to James and Gordon

Over the Hill is the twenty-eighth and final episode of the twentieth series. It is also the final episode to be animated by Arc Productions due to the company filing for bankruptcy in August 2016.


The Earl decides to gives Glynn a tour of his estate, leaving Stephen trailing behind. Stephen tries to get the Earl to notice him, but the Earl is too busy discussing his big future plans for the estate with Glynn, making Stephen feel neglected. They tour many sights of the estate, including the Dinosaur Park and Ulfstead Mine, with the only time the Earl pays attention to Stephen being when recalling the time Stephen got trapped in the mine and had to be rescued.

Back at the castle, Glynn wonders what the Earl's plans are. Millie suggests that the Earl might be planning to open up a Railway Museum. Stephen thinks that Glynn should become an exhibit, while Millie says that Stephen should be an exhibit himself, being the famous Rocket and all. Stephen brags about his place in the Rainhill Trials, thinking Glynn is ignorant, but Glynn already knows about this. Outraged, Stephen challenges Glynn to a race to Knapford, the loser becoming an exhibit in the museum. Glynn is skeptical about this, but agrees.

When the race begins, Stephen cuts in front, but with one line and the same speed, Glynn cannot overtake Stephen and Stephen cannot race ahead. By the time they reach Gordon's Hill, they have found two separate lines but are still going slow. This annoys James and Gordon, who want them to get out of their way, but Glynn and Stephen take no notice, as they are actually too delved into a deep conversation about railways' part in history.

By now, everyone has heard about their race, and Stephen has recognized Glynn as his friend. Upon reaching Knapford, the Fat Controller berates them for racing on the mainline, delaying both Gordon and James. They both admit responsibility when Thomas pulls up with the Earl, who also claims he had a part in this. The Earl finds out the race was a tie and informs Stephen that Glynn is meant to assist him, not replace him. Despite agreeing with the Fat Controller about racing on the main line, the Earl declares that they can have a yearly "Classic Engine Race" elsewhere every year. Everyone cheers for Glynn and Stephen, who are now firm friends.





US and CAN

  • Kerry Shale as Gordon
  • Rob Rackstraw as James
  • Bob Golding as Stephen
  • Olivia Colman as Marion
  • Keith Wickham as Glynn and Sir Topham Hatt
  • Miranda Raison as Millie
  • Mike Grady as Sir Robert Norramby


  • Going by production order, this is the sixth episode of the twentieth series.
  • According to Ian McCue, this episode and The Christmas Coffeepot were created exclusively for a Christmas DVD, hence why they were not broadcast with the rest of the twentieth series and were instead broadcast with the twenty-first series. This is also why the two episodes are packaged with releases of the latter instead of the former, such as their exclusion from The Complete Series 20 and their inclusion on The Complete Series 21.
  • Stock footage from the previous episode is used.
  • References to The Christmas Coffeepot and the specials, The Adventure Begins and King of the Railway are made.
  • A ragtime remix of the original Thomas & Friends theme composed by Mike O'Donnell and Junior Campbell is heard at the beginning of the episode.
  • During Glynn and Stephen's race, a slow remix of Jingle Bells plays.
  • The music that plays during the start of Glynn and Stephen's race is extremely similar to the Survivor song, Eye of the Tiger.
  • The episode's title makes a reference to the phrase "over the hill", which means older and past one's prime; this describes both Stephen and Glynn being older designs for engines, and as such, not as strong or fast as the newer engines.
  • Stephen brings up the Rainhill Trials, the first and most famous of all railway competitions. He also mentions how he won against four other competing engines, which historically happened but was eluded upon his described monologue in King of the Railway.
  • The Earl reminds Stephen how Glynn's type had "long and productive" lives, which was the case for one of his earlier cousins, the Novelty, which raced Stephen many years earlier.
  • A fade effect is missing in the UK narration.
  • A shortened version of the episode, narrated by Joseph May as Thomas, can be found on the official YouTube channel and formerly on the Nick Jr. US website.
  • This is the second episode not dubbed in Dutch since the eighteenth series, the first being The Christmas Coffeepot.
  • This is the first series finale episode where Thomas appears without a speaking role since the the eighth series finale, Percy and the Magic Carpet.
  • This episode marks the last of a few things:
  • This episode was never dubbed in European Spanish, Italian, French, Romanian, Dutch, German, Hungarian, Slovenian, Serbian, Czech, Ukrainian and Greek.
  • Thie episode was never aired on JimJam and Minimax.


  • During the flashback scenes to The Christmas Coffeepot, an editing glitch appears twice during cuts between shots. In the last frame, the picture is cropped in size (from its original 16:9 aspect ratio) which inadvertently reveals part of the continuing shot placed behind it. This error occurs in the scenes of Marion finding Glynn and Glynn being visited by Sir Robert Norramby.
  • Rob Rackstraw and Kerry Shale are credited in the UK credits, despite none of their characters speaking in that dub. This is because they voiced Gordon and James in the US dub.
  • When Glynn and Stephen puff into Knapford during their race, Edward can be seen next to Henry, but when everyone cheers for the two engines after the race, Edward has disappeared.

In Other Languages

View content
Language Title
Brazilian Portuguese Sobre a Colina
Japanese グリンとスティーブンのレース
Korean 노장은 살아있다
Latin American Spanish Sobre la Colina
Polish Wyścig Weteranów
Russian А годы летят...
Turkish Tepenin Üzerinde

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