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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.


Glynn, a coffee pot engine, used to run the Ffarquhar branch line before Thomas came along. Once Thomas met him on his siding, Glynn was moved many times until he was forgotten. It was not until Thomas learned about Marion's 'talking Christmas Tree' that he found him again. The Fat Controller and the Earl both agreed to have Glynn put back in service.

One winter morning, the Earl decides to gives Glynn a tour of his estate, unaware that he leaves Stephen behind. Stephen tries to get the Earl to notice him, but the Earl is too busy discussing his plans with Glynn. Before he came along, Stephen had felt like a king, but now he had lost his crown. They tour many sights of the estate, including the Dinosaur Park and Ulfstead Mine, both times with the Earl paying no attention to Stephen.

Back at the castle, Glynn and Millie talk about the new Railway Museum the Earl is planning to open up. Stephen agrees, saying 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, but Glynn misinterprets this and points out it is the reason he is so famous. 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. When they reach Gordon's Hill, they find two separate lines but are still going slow. This annoys James and Gordon, who want them to get out of their way. 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 claim it is their fault when Thomas pulls up with the Earl, who claims he had a part in this. The Earl finds out the race was a tie and is happy that they will be working together at the castle. Despite agreeing with the Fat Controller about racing on the main line, he decides to have a yearly race elsewhere every year. Everyone cheers for Glynn and Stephen, who are now firm friends.






  • 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


  • Stock footage from the previous episode, The Christmas Coffeepot, is used.
  • References to The Christmas Coffeepot, the specials, The Adventure Begins and King of the Railway are made.
  • A ragtime remix of the original Thomas & Friends theme 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 the Nick Jr website.
  • This episode, along with its predecessor The Christmas Coffeepot, were not included on The Complete Series 20.
  • The second episode not dubbed in Dutch since Series 18, the first being The Christmas Coffeepot.
  • This episode marks the last two things:


  • 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 the Latin America dub, James is dubbed by Arturo Mercado Jr. instead of Mario Castañeda.

In Other Languages

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Language Title
Brazilian Portuguese Sobre a Colina
Czech Přes Kopec
Japanese グリンとスティーブンのレース
Korean 노장은 살아있다
Polish Wyścig Weteranów
Romanian Sus pe Deal
Russian А годы летят...
Spanish Sobre la Colina

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