Grey Matters (Fringe)

In a Boston mental institution, Thomas Jerome Newton (Sebastian Roché) performs brain surgery on a patient, Mr Slater, who keeps repeating "Heather" "flowers in her hair", and a "girl in a red dress". Newton successfully removes part of his brain, but he and his team are forced to leave before they can seal the man's head back up. The Fringe team of Olivia (Anna Torv), Peter (Joshua Jackson), and Walter (John Noble) arrive at the institution and learn that Slater's paranoid schizophrenia was apparently cured by the operation, and that his brain is still structurally intact.

While viewing security footage, Olivia recognizes Newton, the leader of the shapeshifters who was reanimated from a cryogenically frozen head at the end of "Momentum Deferred". Astrid and Walter research the patient's physician, Dr. Paris, and learn he set up an indefinite prescription fourteen years ago for Slater as well as two other patients in the same week. Peter and Olivia interview one of these other patients, who constantly thought about the number 28, but was recently cured of her obsessive compulsive disorder by Newton. She tells them she was originally sent to the hospital by Dr Paris for mild postpartum depression, and that her obsessive compulsive disorder started soon after. Peter and Olivia also hear of a third patient who was mysteriously cured two days ago. Walter realizes that all the patients were given constant doses of organ transplant medication, and that foreign brain tissue was stored in each of their brains.

Walter undergoes a MRI scan, and the team learn Walter had three pieces of his brain tissue removed from his hippocampus, the primary repository for long-term memory. The pieces were then apparently stored inside the brains of the cured patients fourteen years ago. Knowing only Walter could comprehend the memories concerning how to open a portal to another reality, the shapeshifters kidnap him. By the time the others find Walter, Newton has already learned what he needs to know and escapes. Olivia manages to stop them, but is forced to choose between seizing Newton and saving Walter, as he has been given a lethal dose of a neurotoxin that will kill him unless Newton gives them the correct directions. Olivia chooses to save Walter's life, and Newton replies "Now I know how weak you are".

Broyles eases Olivia's concerns that she made an emotional choice by assuring her that her decision to save Walter was a logical one as Walter is highly valuable to the team.

As Walter undergoes a follow-up MRI, he flashes back to a past surgery, where he is being operated on by William Bell (also known as Dr. Paris, played by Leonard Nimoy), who removed Walter's brain fragments and hid them in the patients' brains to prevent anyone else from gaining the information.

"Grey Matters" was written by screenwriters Ashley Edward Miller and Zack Stentz, and was directed by Jeannot Szwarc.^[1] In an interview the following year, Miller noted that "Your characters will often assert themselves, and remind you who they really are. In 'Grey Matters' there's a moment where pre-madness Walter wakes up in the chair — that beat emerged on the page. We had no idea it was going to be in the script until we were writing the scene. As a writer, you live for that."^[2]

"Grey Matters" marked the first episode that featured a shared scene between actors Leonard Nimoy and John Noble, whose characters are old colleagues of each other. At the time, it was Nimoy's third episode and consequently last commitment as a guest actor on Fringe,^[3][4] and he had expressed his reluctance in interviews to return for further episodes.^[5] Nimoy later agreed, however, to a reappearance in the two-part season finale "Over There".^[6] The visual effect of making Walter and Bell appear younger was produced by Zoic Studios. Fringe's visual effects supervisor, Jay Worth, explained "The guys at Zoic had to walk a fine line between too plasticky, stretched, morph effects and something that naturalistically looks younger".^[7] During filming for "Brown Betty", Noble described the episode in an interview, "'Grey Matters' was a very important episode for Walter because it helped to explain to some degree his apparent behavior. His eccentricity. His obsessiveness. His forgetfulness. Because we found out that he had certain memory parts of his brain removed."^[8]

In a deleted scene set after the end of the episode, Walter talks with the first patient Joseph Slater, who wonders why he was chosen to have a piece of Walter's brain. Walter responds it was a matter of circumstance, as Slater shared his blood type and had a young resilient brain. Walter also says he himself cannot be cured, as his madness had nothing to do with the missing parts of his brain.^[9]

William Bell's secret alias was a reference to Leonard Nimoy's character in the television series Mission: Impossible, whose character was also named Dr. Simon Paris.^[10] Thomas Jerome Newton is named after David Bowie's character in The Man Who Fell to Earth.^[10][11]

The episode also includes many references to H.P. Lovecraft and to Stuart Gordon, who directed several Lovecraft adaptations. Dunwich Mental Hospital, where they meet the second mysteriously cured patient, is a reference to the fictional town of Dunwich, Massachusetts, the setting for Lovecraft's "The Dunwich Horror". Dr. West is named for "Herbert West–Reanimator" character Dr. Herbert West, patient Deborah Crampton is named for Barbara Crampton, who starred in Gordon's films Re-Animator and From Beyond, and Jeffrey Perry's character, Joseph Slater, is likely named for Joe Slater, protagonist of "Beyond the Wall of Sleep".