State of Decay was director Peter Moffatt's first venture into directing Doctor Who, and while his later efforts aren't looked upon that kindly, I find his work in this story to be rather good. Look at how fluid the actors move around in an interesting, yet natural, way during the first meeting between The Doctor, Romana, Camilla and Zargo. It's an excellent way to pep up a pure dialogue scene that could have been dull otherwise.
There's other scenes where Moffatt combines two shots into one via a well placed dissolve. The best example is during the resolution to the climax of this episode in Episode Three, but the shot of Aukon staring dead into the camera, boasting about his "servants" as a slow motion shot of a bat flying is superimposed over him. is inspired.
This is a genuinely creepy story, slowly building to revelations throughout the course of this episode. The Doctor and Romana spend the entire last half of this episode exploring the depths of the Hydrax, discovering, to their ever increasing fear and unease, the real story behind the Three Who Rule. Spooky stuff, and, judging by the similar theme that Horror of Fang Rock* had, you can tell that Terrance Dicks was in a particularly grotesque mood in 1977...
*Horror of Fang Rock was a replacement story for State of Decay in Season 15
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