C2 - Lesson 02

Part 1 : Video Lesson & Transcript

Part : Listening & Reading comprehension

Part 3 : Use of English

Part 4 : Grammar lesson

Part 5 : Writing an essay & corrections

Part 6 : Speaking, interaction, & explanations.


Please make sure you unfold each content for each part of the lesson.  Merci de déplier chaque contenu pour chaque partie de cette leçon.



See instructions beneath the video.


The amazing brains and morphing skin of octopuses and other cephalopods


The amazing brains and morphing skin of octopuses and other cephalopods

Octopus, squid and cuttlefish -- collectively known as cephalopods -- have strange, massive, distributed brains. What do they do with all that neural power? Dive into the ocean with marine biologist Roger Hanlon, who shares astonishing footage of the camouflaging abilities of cephalopods, which can change their skin color and texture in a flash. Learn how their smart skin, and their ability to deploy it in sophisticated ways, could be evidence of an alternative form of intelligence -- and how it could lead to breakthroughs in AI, fabrics, cosmetics and beyond.




1) Listen to the video without reading the text / transcript

2) Then Listen to the video again reading the transcript as you listen.

3) Then listen to the video again without reading the transcript.



This is a strange and wonderful brain, one that gives rise to an idea of a kind of alternative intelligence on this planet. This is a brain that is formed in a very strange body, one that has the equivalent of small satellite brains distributed throughout that body. How different is it from the human brain? Very different, so it seems, so much so that my colleagues and I are struggling to understand how that brain works. But what I can tell you for certain is that this brain is capable of some amazing things. 


So, who does this brain belong to? Well, join me for a little bit of diving into the ocean, where life began, and let's have a look. You may have seen some of this before, but we're behind a coral reef, and there's this rock out there, a lot of sand, fishes swimming around ... And all of a sudden this octopus appears, and now it flashes white, inks in my face and jets away. In slow motion reverse, you see the ring develop around the eye, and then the pattern develops in the skin. And now watch the 3-D texture of the skin change to really create this beautiful, 3-D camouflage. 


So there are 25 million color organs called "chromatophores" in the skin, and all those bumps out there, which we call "papillae," and they're all neurally controlled and can change instantaneously. I would argue that dynamic camouflage is a form of "intelligence." The level of complexity of the skin with fast precision change is really quite astonishing. 


So what can you do with this skin? Well, let's think a little bit about other things besides camouflage that they can do with their skin. Here you see the mimic octopus and a pattern. All of a sudden, it changes dramatically -- that's signaling, not camouflage. And then it goes back to the normal pattern. Then you see the broadclub cuttlefish showing this passing cloud display as it approaches a crab prey. And finally, you see the flamboyant cuttlefish in camouflage and it can shift instantly to this bright warning display. 


What we have here is a sliding scale of expression, a continuum, if you will, between conspicuousness and camouflage. And this requires a lot of control. Well, guess what? Brains are really good for control. The brain of the octopus shown here has 35 lobes to the brain, 80 million tiny cells. And even though that's interesting, what's really odd is that the skin of this animal has many more neurons, as illustrated here, especially in the yellow. There are 300 million neurons in the skin and only 80 million in the brain itself -- four times as many. Now, if you look at that, there's actually one of those little satellite brains and the equivalent of the spinal cord for each of the eight arms. This is a very unusual way to construct a nervous system in a body. 


Well, what is that brain good for? That brain has to outwit other big, smart brains that are trying to eat it, and that includes porpoises and seals and barracudas and sharks and even us humans. 


So decision-making is one of the things that this brain has to do, and it does a very good job of it. Shown here, you see this octopus perambulating along, and then it suddenly stops and creates that perfect camouflage. And it's really marvelous, because when these animals forage in the wild, they have to make over a hundred camouflaging decisions in a two-hour forage, and they do that twice a day. So, decision-making. They're also figuring out where to go and how to get back home. So it's a decision-making thing. 


We can test this camouflage, like that cuttlefish you see behind me, where we pull the rug out from under it and give it a checkerboard, and it even uses that strange visual information and does its best to match the pattern with a little ad-libbing. 


So other cognitive skills are important, too. The squids have a different kind of smarts, if you will. They have an extremely complex, interesting sex life. They have fighting and flirting and courting and mate-guarding and deception. Sound familiar? 




And it's really quite amazing that these animals have this kind of intuitive ability to do these behaviors. 


Here you see a male and a female. The male, on the left, has been fighting off other males to pair with the female, and now he's showing a dual pattern. He shows courtship and love on her side, fighting on the other. Watch him when she shifts places -- 




and you see that he has fluidly changed the love-courtship pattern to the side of the female. So this kind of dual signaling simultaneously with a changing behavioral context is really extraordinary. It takes a lot of brain power. Now, another way to look at this is that, hmm, maybe we have 50 million years of evidence for the two-faced male. 


All right, let's move on. 


An octopus on a coral reef has a tough job in front it to go to so many places, remember and find its den. And they do this extremely well. They have short- and long-term memory, they learn things in three to five trials -- it's a good brain. And the spatial memory is unusually good. They will even end their forage and make a beeline all the way back to their den. The divers watching them are completely lost, but they can get back, so it's really quite refined memory capability. 


Now, in terms of cognitive skills, look at this sleeping behavior in the cuttlefish. Especially on the right, you see the eye twitching. This is rapid eye movement kind of dreaming that we only thought mammals and birds did. And you see the false color we put in there to see the skin patterning flashing, and this is what's happening a lot. But it's not normal awake behaviors; it's all different. Well, dreaming is when you have memory consolidation, and so this is probably what's happening in the cuttlefish. 


Now, another form of memory that's really unusual is episodic-like memory. This is something that humans need four years of brain development to do to remember what happened during a particular event, where it happened and when it happened. The "when" part is particularly difficult, and these children can do that. But guess what? We find recently that the wily cuttlefish also has this ability, and in experiments last summer, when you present a cuttlefish with different foods at different times, they have to match that with where it was exactly and when was the last time they saw it. Then they have to guide their foraging to the rate of replenishment of each food type in a different place. Sound complicated? It's so complicated, I hardly understood the experiment. So this is really high-level cognitive processing. 


Now, speaking of brains and evolution at the moment, you look on the right, there's the pathway of vertebrate brain evolution, and we all have good brains. I think everyone will acknowledge that. But if you look on the left side, some of the evolutionary pathway outlined here to the octopus, they have both converged, if you will, to complex behaviors and some form of intelligence. The last common denominator in these two lines was 600 million years ago, and it was a worm with very few neurons, so very divergent paths but convergence of complicated behavior. 


Here is the fundamental question: Is the brain structure of an octopus basically different down to the tiniest level from the vertebrate line? Now, we don't know the answer, but if it turns out to be yes, then we have a different evolutionary pathway to create intelligence on planet Earth, and one might think that the artificial intelligence community might be interested in those mechanisms. 


Well, let's talk genetics just for a moment. We have genomes, we have DNA, DNA is transcripted into RNA, RNA translates that into a protein, and that's how we come to be. Well, the cephalopods do it differently. They have big genomes, they have DNA, they transcript it into RNA, but now something dramatically different happens. They edit that RNA at an astronomical weird rate, a hundredfold more than we as humans or other animals do. And it produces scores of proteins. And guess where most of them are for? The nervous system. So perhaps this is an unorthodox way for an animal to evolve behavioral plasticity. This is a lot of conjecture, but it's food for thought. 


Now, I'd like to share with you for a moment my experience, and using my smarts and that of my colleagues, to try and get this kind of information. We're diving, we can't stay underwater forever because we can't breathe it, so we have to be efficient in what we do. The total sensory immersion into that world is what helps us understand what these animals are really doing, and I have to tell you that it's really an amazing experience to be down there and having this communication with an octopus and a diver when you really begin to understand that this is a thinking, cogitating, curious animal. And this is the kind of thing that really inspires me endlessly. 


Let's go back to that smart skin for a few moments. Here's a squid and a camouflage pattern. We zoom down and we see there's beautiful pigments and reflectors. There are the chromatophores opening and closing very quickly. And then, in the next layer of skin, it's quite interesting. The chromatophores are closed, and you see this magical iridescence just come out of the skin. This is also neurally controlled, so it's the combination of the two, as seen here in the high-resolution skin of the cuttlefish, where you get this beautiful pigmentary structural coloration and even the faint blushing that is so beautiful. 


Well, how can we make use of some of this information? I talked about those skin bumps, the papillae. Here's the giant Australian cuttlefish. It's got smooth skin and a conspicuous pattern. I took five pictures in a row one second apart, and just watch this animal morph -- one, two, three, four, five -- and now I'm a seaweed. And then we can come right back out of it to see the smooth skin and the conspicuousness. So this is really marvelous, morphing skin. You can see it in more detail here. Periscope up, and you've got those beautiful papillae. And then we look in a little more detail, you can see the individual papillae come up, and there are little ridges on there, so it's a papilla on papilla and so forth. Every individual species out there has more than a dozen shapes and sizes of those bumps to create fine-tuned, neurally controlled camouflage. 


So now, my colleagues at Cornell, engineers, watched our work and said, "We think we can make some of those." Because in industry and society, this kind of soft materials under control of shape are really very rare. And they went ahead, worked with us and made the first samples of artificial papillae, soft materials, shown here. And you see them blown up into different shapes, And then you can press your finger on them to see that they're a little bit malleable as they are. And so this is an example of how that might work. 


Well, I want to segue from this into the color of fabrics, and I imagine that could have a lot of applications as well. Just look at this kaleidoscope of color of dynamically controlled pigments and reflectors that we see in the cephalopods. We know enough about the mechanics of how they work that we can begin to translate this not only into fabrics but perhaps even into changeable cosmetics. And moreover, there's been the recent discovery of light-sensing molecules in the skin of octopus which may pave the way to, eventually, smart materials that sense and respond on their own. 


Well, this form of biotechnology, or biomimicry, if you will, could change the way we look at the world even above water. Take, for example, artificial intelligence that might be inspired by the body-distributed brain and behavior of the octopus or the smart skin of a cuttlefish translated into cutting-edge fashion. 


Well, how do we get there? Maybe all we have to do is to begin to be a little bit smarter about how smart the cephalopods are. 


Thank you.


  1. Listen to the video and answer all questions below  without reading the transcript /text of the video.
  2. Then read the transcript of the video and check your answers, before looking at the corrections.




Questions: According to the video, are the following statements true or false? Explain why, make notes and give details.

  1. Cephalopod brains are similar to human brains.
  2. Cromataphores are only used for camouflage.
  3. Human beings are among the predators of cephalopods.
  4. Squid and human beings have similar romantic lives.
  5. Cephalopods are capable of dreaming.
  6. The last common ancestor of humans and cephalopods was a worm with many neurones.
  7. Pappillae come in different shapes and sizes.
  8. People acknowledge and understand cephalopod intelligence.

Answer the following questions in your own words. Watch again if necessary.


 9.Why might the A.I community be interested in cephalopod intelligence?

10. What are pappillae?






  1. False. Human brains and cephalopod brains are extremely different.
  2. False. Cromatophores are also used for signalling, warning, courtship and other behaviours.
  3. True
  4. True
  5. True
  6. False. The last common ancestor of cephalopods and humans was a worm with very few neurones.
  7. True. There are many different types, shapes and sizes of papillae.
  8. False. According to the author of the talk, we don’t realise and respect the advanced intelligence of cephalopods.
  9. Cephalod brains are the result of a different evolutionary pathway to humans and as such can show a different way for intelligence to evolve and develop.
  10. Papillae are bumps and lumps found on the skin of cephalopods, which enable them to camouflage, signal and various other behaviours.





“let's have a look.”

Look at the expression above which was taken from the video. How would you say it in your language? There are numerous expressions in English which use “have”+ a noun. These expressions are usually used in informal, spoken English. Some of these expressions can be used with continuous tenses which is not normally the case for “have”


Exercise: Complete the following sentences with a “have” + noun” expression from the list below. Use the correct tense.


To have a look. To have a great time. To have a good/bad day. To have trouble.

To Have a chat


  1. “You’ve been late every single day this week. We need to……………………………
  2. “What time is the film on tonight?” “Let’s ……………………………..on the internet.
  3. “I’m sick, it’s raining, the train was 30 minutes late and I left my computer at home by mistake. I’m…………………………………………………………….
  4. “Are you enjoying the party?” “Yes, don’t worry, we’re…………………………………!
  5. “Have you finished the exercise?” “No, I’m…………………………………… understanding it.


  1. have a chat
  2. have a look
  3. having a bad day
  4. having a great time
  5. having trouble



Traduire les phrases suivantes en anglais, issues du texte, puis retrouver ces phrases dans les deux premiers paragraphes du texte en anglais:

1. Apparament, tres different, si different que mes collegues et moi avons du mal à comprendre le fonctionnement de ce cerveau.

2. Vous avez peut-etre deja vu cela auparavant, mais nous sommes derriere une barriere de corail, et il y a un rocher ici, beaucoup de sable, quelques poissons en train de nager....





Essential Grammar in use p 193-194

Unit 93     Always/usually/often etc (word order 2)



Write the sentences with the words in brackets (...)

  1. My brother speaks to me. (never)  My brother ........
  2. Susan is polite. (always) Susan ..........
  3. I finish work at 5 o'clock. (usually) I ...........
  4. Jill has started a new job. (just) Jill ........
  5. I go to bed before midnight. (rarely .........
  6. The bus isn't late (usually) ........
  7. I don't eat fish. (often) ...........
  8. I will forget what you said (never) ........
  9. Have you lost your passeport? (ever) .........
  10. Do you work in the same place ? (still) ...........
  11. They stay in the same hotle. (always) ..........
  12. Diane doesn't work on Saturdays. (usually) ...........
  13. Is Tina here (already) ............
  14. What do you have for breakfast? (usually) ......
  15. I can remember his name (never) .........


  1. My brother never speaks to me.
  2. Susan is always polite.
  3. I usually finish work at 5 o'clock.
  4. Jill has just started a new job.
  5. I rarely go to bed before midnight.
  6. The bus isn't usually late.
  7. I don't often eat fish.
  8. I will never forget what you said.
  9. Have you ever lost your passport?
  10. Do you still work in the same place?
  11. They always stay in the same hotel.
  12. Diane doesn't usually work on Saturdays.
  13. Is Tina already here?
  14. What do you usually have for breakfast?
  15. I can never remember his name.





Mimic verb- To copy or imitate

camouflage verb- To hide oneself by imitating one’s environment

flamboyant adjective

conspicuousness noun

Perambulate verb- To move or walk.

Forage verb- To search for food in the natural environment.

Flirt verb- To indicate sexual attraction to someone in a playful, non-serious way

Courting noun-The rituals involved in attracting someone to join you in a relationship

Simultaneously adverb At the same time

Twitch verb- To make a small movement with a part of the body, usually unintentionally.

Divergent adjective- different

Unorthodox adjective- unusual or unexpected

to Blush verb- To turn red in the face, usually from embarrassment, nervousness or anger.

Malleable adjective – easy to bend and manipulate with the hands

Cutting-edge adjective – At the forefront of technology.



Peseshet is a doctor and a teacher. The video describes a typical day of her life.

Now it is you turn. Write a text :

- Present yourself.

- Describe your profession.

- Tell what you did to get this job.

- Describe a typical day of your life : what usually happens when you are at work?




You can book a one to one class with a teacher who will correct your writing exercise.  One to one classes can be online, with a video call, anytime of the day. 

This gives you full flexibility for your timetable.

Please send us an email at afterschool at afterschoollyon.com.




You can book a one to one class with a teacher for the speaking.  One to one classes can be online, with a video call, anytime of the day. 

This gives you full flexibility for your timetable.

Please send us an email at afterschool at afterschoollyon.com.

Our online classes range from A1 to C2 levels, including specific class contents and online video classes.  They are designed to improve communication of spoken and written English with learner-centred lessons which help build students’ confidence, accuracy and fluency.

Our online learning classes offer an extensive level of flexibility for individual students, with comprehensive syllabus and content.