This Week’s ‘Foundation’ Took a Killer Spy-Fi Turn

Foundation is nearing the halfway point of season three. Episode five, “Where Tyrants Spend Eternity,” began to show us how Gaal Dornick (Lou Llobell) hopes to gain an advantage over the sinister Mule (Pilou Asbæk). Her plan tapped into a much-loved trope that Star Wars series Andor also made excellent use of: sci-fi spycraft.

“Where Tyrants Spend Eternity” is also tense throughout and ends up involving a horrific, large-scale tragedy (another Andor similarity), building to a final scene that teases a confrontation we’ll presumably see more of next week. While there are other subplots percolating in “Tyrants,” the main thrust concerns Gaal’s alliance with Brother Dawn (Cassian Bilton), the youngest of the three Cleon clones who make up Empire.

In earlier episodes, we saw how Dawn’s curiosity about a specific artifact in the Imperial library let Gaal know that a Cleon had come along with the right mindset to join her cause. We already know that Gaal’s partner, Pritcher (Brandon P. Bell), is secretly working for the Second Foundation, despite his role as the main Foundation’s head of intelligence. He’s a double agent of the highest order, but he’s not directly involved with Gaal’s plan in this episode.

Unsurprisingly, Gaal’s perfectly capable of running the show on her own. She’s thought through every detail, first paying Dawn a visit in hologram form, then showing up on Trantor in person to convince him how dangerous the Mule really is. What they must do, she insists, is force an “enclosure” of Kalgan, the first planet to fall under the Mule’s rule. As Foundation fans saw in season two, that involves completely encircling a planet with the Imperial fleet. It didn’t work out back then, and nobody’s in a rush to repeat a disastrous moment in history—which doesn’t stop Dawn from trying (and failing) to get his brothers on his side.

Dawn’s influence is limited on his own, and Demerzel (Laura Birn), the ancient robot programmed to act only in ways that will serve Empire, thinks an enclosure is a bad idea. So does the Galactic Council, which has grown in power quite a bit as Empire’s grip on the galaxy has loosened.

The only solution, Gaal insists, is to follow her plan, which will require Dawn sneaking off Trantor—an absolute no-no as far as Demerzel is concerned—then picking a council member to blackmail, thereby forcing a vote that’ll greenlight the enclosure.

As Dawn has seen, Gaal has certain talents that make her a ready-made spy. She’s open about her psychic abilities, which Dawn suspects have played a part in compelling him to help her. But that’s brushed aside for now; tired of being told he’s too unimportant to make any key political decisions, he’s determined to do whatever it takes to get that enclosure approved.

Here’s why Gaal needs him so badly: with his high security clearance, Dawn can breeze right into the home of their chosen patsy—a councilor named Tarisk (Sule Rimi)—and plant incriminating information they can use against him. Tarisk has been a friend to Dawn, but he also has the most exploitable strategic leverage. “If we fail, Foundation and Empire burn together,” Gaal stresses.

“I’m a Cleon. We aren’t raised to be kind,” Dawn replies; he’s ready to betray Tarisk. With Gaal guiding him along—and a giant, shiny hooded cape covering his robes, maybe not the most inconspicuous choice—the young Cleon strides into Tarisk’s apartment and uploads evidence that falsely implicates him in aiding the Mule’s bloody Kalgan coup. When the councilor enters unexpectedly, Dawn holds firm even when the man begs him to reconsider. If the Galactic Council votes to enclose Kalgan, it’ll endanger Tarisk’s wife and children, who went there on an ill-timed vacation just prior to the Mule’s arrival. But if Tarisk doesn’t back Dawn’s play, Dawn will expose him as a traitor.

“So I ruin my career, or put my family’s life at risk,” Tarisk says, before angrily calling Dawn “a wannabe tyrant.” But then the tables turn. We see Tarisk, the family man, has a mistress cowering in a nearby closet. She’s overheard everything. Dawn barely hesitates before shooting her, a terrible choice that nevertheless motivates a shaken Tarisk to speak up in the meeting and push for the enclosure.

This is the most prominent a Dawn has ever been on Foundation—earlier seasons saw him trying to escape Empire’s grasp for personal reasons rather than galactic-shaping ones—and his newfound boldness isn’t without consequences. First, he’s triumphant. The enclosure forms around Kalgan. But then the Mule sends a taunting transmission to the Galactic Council, revealing he was long gone before the Imperial fleet arrived. What’s worse, he left a bomb behind, powerful enough to destroy not just the entire planet (Tarisk tight-beams his family just in time to watch them perish) but also all the ships in its orbit.

Dawn, suddenly the least popular Cleon since season two’s wretched Cleon the 14th, has to make a hasty exit while realizing the awful truth. His actions just caused the deaths of millions of innocent people, and Empire is now without any space force to speak of. Dawn… was a pawn. Gaal’s pawn Dawn.

Though she breathlessly tries to explain she had to lie to him in order to keep Hari Seldon’s predictive plan on track—a big part of it is the end of Empire, which he’s just personally fast-tracked—he’s furious. Foundation viewers will recognize this is the same sort of anger Gaal felt when she realized Hari wasn’t always forthcoming with his own plans; clearly, she learned to manipulate from the master.

And just like Gaal did with Hari, Dawn decides getting as far away as possible from the person who deceived him is the only way forward. Too bad he’s aboard a space station with limited options.

The episode ends with his fate uncertain thanks to an exploding airlock, but even more worrisome is the reckoning Gaal’s going to face. The last thing we see in episode five is Demerzel on a Cleon-hunting mission, barging aboard Gaal’s ship in a very foul mood.

Is this the end of Foundation‘s spy era—especially with Pritcher, whose own dealings finally caught up with him, languishing in jail—or will more trickery and espionage ensue in the coming weeks? New episodes arrive Fridays on Apple TV+.

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