When both the first Doctor and the actor portraying him grew weary with age, the time came for regeneration. The Doctor collapsed and morphed into his second incarnation. Initially, neither his companions nor the show's writers knew how to treat him. They started out referring to Hartnell's Doctor in the third-person, but soon settled on the “reincarnation” idea.

This new Doctor's personality was far different from his predecessor. He was disorganized and childish, often referred to by both companions and the show's fans as the “cosmic hobo.” He stored useless rubbish in the pockets of his over-sized coat, wore a ridiculous stove-pipe hat and played the recorder on a whim. Such ridiculous behavior wasn't always unintentional. Somewhere beneath his shabby exterior, lurked the heart of a cold, calculating manipulator. The Doctor often used appearance to make others underestimate his true capabilities, and sometimes even manipulate his own friends into doing his bidding.