RECAP: ‘Foundation’ Season 3 Episode 10 — “The Darkness”

This recap contains heavy spoilers for Foundation Season 3 Episode 10, the season finale. 

The gift of prophecy. I think prestige TV has conditioned us to think that the penultimate episode of a season is the one where “The Big Stuff” happens. I blame Game of Thrones for this; the penultimate episode was always the big one, and Episode 10 was the aftermath of that. Foundation Season 3, Episode 9, seemed to adhere to that structure: a lot happened, and a lot changed, and now it’s time to see how those changes play out.

Still, Foundation Season 3, Episode 10, appropriately titled “The Darkness,” turns that idea on its head. There’s no coming back from this episode, no return to the status quo. By the end of this episode, Foundation is in a functionally different place than when it started, and we’re left to figure out what that might mean. Let’s get into it.

Episode 10 starts with Dusk (Terrence Mann) looking out from the palace balcony, then walking with determination into the room with all the Cleon clones. He’s set to be vaporized soon, so maybe he’s contemplating his mortality. Or, maybe, because it’s this particular Dusk, he’s planning something. As he looks up into the seemingly endless vats of clones, it’s hard not to think about what’s going through his head.

Foundation Season 3 Episode 10’s stacked cast catapults the series forward.

He acknowledges a baby Cleon clone as Empire, and then we’re at his final fitting, where they also remove his aura. He compliments the work, and the tailor remarks that it’s good they measured, as he’s stayed in good shape. Dusk writes it off as the nanites, and then admits that’s his next stop. After hugging the tailor, and convincing his bodyguard Zagreus (Ahir Shah) that he’s old enough to head down the hall by himself, the newly christened Brother Darkness walks off, smiling. That’s almost assuredly not good.

But he’s not the only Cleon in the palace. Stoner Brother Day (Lee Pace) is back from his little jaunt to Mycogen, and he’s got the robot head he removed from the late Sunmaster-18’s (Blake Ritson) stick. He looks out of place here, but a lot’s changed since our boy Day was a palace regular. We don’t linger on him long, though, as Darkness walks right past the room where a scientist/doctor type is working on something. When Darkness doesn’t show, he asks if he’s been detained. Uh oh.

Day wanders into Demerzel (Laura Birn’s room and places the bag with the robot head on the floor in front of her. It’s almost reverential, the way he does it. And she invites him over and stokes his hair as he places his head on her lap. It’s a sweet moment. She calls him Cleon.

He acknowledges that she’s a lot of things, but also basically his mom. Maybe there’s forgiveness here, or maybe just the silent, shared acknowledgement that their fates are bound together. Day tells her that the folks of Mycogen believe there’s one person who can stop the coming darkness: her. And he shows her the head. And Demerzerl, as you can imagine, is stunned.

Cut to Gaal Donick (Lou Llobell), who is narrating again, this time about how counting primes allowed her to build a fortress in her mind, and… okay? I guess this is the obligatory “Completely Unnecessary Scene That Gaal Narrates” for Foundation Season 3 Episode 10 that, in case you haven’t been paying attention, establishes that the battle with the Mule (Pilou Asbæk) will be fought in their heads.

But they have to get their first. Toran Mallow (Cody Fern) and Pritcher (Brandon P. Bell) are getting their weapons ready, and Toran asks Pritcher to help him get Bayta (Synnøve Karlsen) back if she’s on the station. Pritcher agrees that they’ll save her if they can – and assumes Toran doesn’t know how to fire a weapon.

Which Toran, as a son of the Traders, rightfully mocks him for – and Gaal appears and she and Pritcher share a goodbye kiss. After all, who knows if they’ll ever see each other again? Then it’s time for Vault Hari (Jared Harris) to use his spoon aka The Vault. So the Vault shoots into space where the Mule and Skirlet (Alie Gie) are waiting for them on the station.

The ambition shown in “The Darkness” is respectable and it gorgrous, and it pays off.

As an amused Vault Hari distracts the guards, who just keep shooting at him despite it clearly not working, Gaal and company sneak past. Pritcher separates from the group to go after Bayta, which shakes Gaal a bit, but the rest of the squad, which also includes Ebling (Alexander Sibbig), and Magnifico “Maggie” Giganticus (Tómas Lemarquis), continues forward.

Speaking of Bayta, she and Brother Dawn (Cassian Bilton) realize what’s going on, and that the door to their room can be opened. Dawn’s legs are too messed up to move, but Bayta’s aren’t, and at his behest, she makes a break for it.

In Demerzel’s chambers, Day is trying to convince her to clasp with the robot head he’s brought back from Mycogen. Problem is, connecting with the head would override Cleon I’s programming, and she can’t allow that. Poor Demerzel. Freedom is right there; all she has to do is reach out and take it, and she can’t.

But Day figures that since they don’t know if it will work, there’s no choice to be made yet. He asks Demerzel to show him how to see if there’s life in it. Until they know, she can’t actually choose. As a teary Demerzel explains, Day opens it up and tries to turn the head on.

While this is happening, Dusk Darkness is at the clone tanks, looking absolutely certifiable and wondering who goes first. He’s got a garage door remote control, but its true purpose is far more sinister. About this time, Demerzel realizes something is wrong at the clone tanks, and clearly torn between wanting to help Day and her duty to protect the genetic dynasty, ultimately heads to the tanks over Day’s objections.

I’ve praised Birn’s performances often this season, and what she’s doing in Foundation Season 2 Episode 10 is no exception. You can see her physically struggling with what she wants and what she’s compelled to do here, and it’s great.

Meanwhile, Darkness is having a ball blowing up all the clones in the tank, laughing and singing while he does it. He starts slow, one at a time, but then points his garage door opener up and presses the button and all the clone tanks go at once in an explosion of blood and viscera and whatever they keep the clones floating in.

Everything is a mess in Foundation Season 3 Episode 10 for the characters, but it pushes the narrative for the audience.

Now, I personally think it’s a little silly to keep a clone-destroying garage door opener around where one of the Cleons can get it, but hey. Darkness has it, and he can’t be replaced if there’s no one to replace him, right? As the blood splatters on his head, Darkness exhales a sigh of relief, and then grabs the baby Cleon we saw him talking to earlier. Oh, man, this can’t end well. And then, just as he leaves, a ton of dead Cleons pour from the ceiling. Oof. Bad day at the palace.

As Demerzel walks (like the Terminator, she never runs) to the clone tanks, Quent (Cherry Jones), runs into her and asks her what’s going on. Demerzel tells her to take the triangular book from her quarters (Kalle’s Ninth Proof of Folding, if you recall) to the head librarian. She tells her Seldon would tell her it’s the best path to the future, and Quent doesn’t object.

Day meets Demerzel at what’s left of the clone tanks, and they soon realize a baby Cleon is alive. Demerzel walks (again, she never runs) after him, leaving Day stunned by what’s happened. Where is Darkness taking the baby? Up to where he himself would be disintegrated. Oh no.

Pritcher’s climbing another set of stairs, where he runs into Bayta. He offers to take her to the hanger but realizes the Mule is close, and is psychically attacked. Speaking of the Mule, he’s cut the power, so Gaal and her team can’t get to Indbur’s office. But Ebling knows that Indbur had a private bathroom that connected to the office, so they blow a hole in the wall, and get in that way. Skillet hides, and the Mule waits. A showdown? At last? Oh, Foundation Season 3 Episode 10, you spoil me.

The Mule takes out one of their number quickly, but most of the rest of them fall for the ol’ visual projection trick, and soon it’s Gaal one-on-one against the Mule. She’s losing. The Mule gets into her head, but Gaal manages to get out of being forced to shoot herself, and when he starts choking her (bad move, we know that and drowning are a Gaal power-up), the fight moves into her head. 

Here, Gaal reminds the Mule that no matter how long he’s been waiting for this, she’s been waiting (and planning) longer. Right before she slits his throat in her head. And as we all know, if you die in a dream, you die in real life.

Well, that was kind of anti-climactic, right? Not so fast. After Gaal puts Skirlet to sleep and everyone checks in, Gaal realizes there’s still someone in her head. The guy she just killed? Not the Mule. And as the eight of the Mule’s psychic force bears down on her, we finally get the truth. Bayta’s the Mule.

Despite “The Darkness” pushing the tension it relies on tropes slightly too much.

Who saw that one coming? Not me, but it does make sense. Bayta’s always been good at getting people to like her, she always seems to be in the right place at the right time, Maggie is devoted to her, Toran is so devoted to her he revived the custom of marriage… the list goes on. And Vault Hari did tell us the Mule’s story never added up.

Maybe he (Fake Mule) was the kid the actual Mule left on the doorstep after she killed her parents, if that part is actually true. But otherwise, who knows? Bayta tells Toran she’ll explain all of it before she puts him down for a nap, but I don’t hate the twist provided we get some more info later. Foundation has teased it enough that it makes sense. Smart play.

Pritcher tries to convince Gaal it’s going to be all right, but she fights it, and he eventually shoots her. He’s been converted too, it turns out. We get the old “I’ve never known such love” bit as Gaal lies bleeding on the ground. Bayta tries to convert Gaal, and has Maggie play to help, but then something weird happens. You’d expect Gaal to be the one in pain, but Bayta Mule is. Gaal informs her that Maagie plays her song now, and tries to drive her out of her head. It’s all very cool and visually expressive and a good reminder that, as far ahead of Bayta has clearly been, Gaal is no slouch.

Back on Trantor, Demerzel confronts Darkness (and the baby) in the Make The Old Cleons Go Away Room. He places the baby on the vaporizer, and, as it turns out he has the garage door remote for that, too. Darkness has clocked that once he pushes that button, Demerzel will have to save little baby Cleon. Day shows up and tries to bargain with Darkness, but Darkness isn’t having it.

He puts his finger on the garage door opener, and Demerzel throws herself atop the baby Cleon to save him from the beam. Weirdly, she doesn’t try to move him or get him out; she just shields him while the Anti-Cleon Beam burns through her, and eventually, the baby. Remember how I said there was no going back from this episode? Yeah. Day screams as he watches Demerzel melt until only about half of her head remains, and Darkness retrieves the Prime Radiant from her molten remains before walking off.

Gaal, meanwhile, is trying to get the hell out of dodge. Turns out they left one member of the team on the Beggar’s, and Gaal literally blasts her way out of the space station so the old bird can pick her up. Trouble is, she’s all alone. Gaal clearly planned for something like this, but she’s still the only one who makes it out. Bad day for the good guys.

Foundation Season 4 Episode 10 is a rush through gut punches, and I wish it had more time to breath inbetween.

Vault Hari shows up and apologizes – he tried to warn her – before begging Gaal to take his neural imprint from the Vault and take him to the original Hari. Gaal drops the truth – that the real Hari died years ago – completing the betrayal she set up last episode and apologizes (I mean, yeah, sure, but also, girl, you knew what you were doing) before the Beggar’s jumps. Hard to feel bad for her on this one.

Day follows Darkness to the throne room (Darkness attempts to hide behind one of the thrones because he’s going insane; it’s why Demerzel tried to enforce his ascension), but Day chases him down and attempts to beat him to death. Unfortunately, Darkness still has his nanites and laughs about the whole thing.

When Day confirms that his own nanites are gone after Darkness asks, the old man pulls a pistol from his robes and shoots Day in the stomach. As Day dies, Darkness brags about using the Novacula and claims to be the darkness Hari predicted all those years ago. He drinks from the flask we saw earlier in the season saved for the passing of torches, and closes Day’s eyes.

In the library, Quent presents the head librarian with Kalle’s Ninth Proof of Folding, and is welcomed to the Second Foundation. And who is there to meet her? None other than Preem Palver (Troy Kotsur), holding the Second Foundation’s copy of the Prime Radiant. It’s a small win for the home team in a day rife with losses, but everyone needs a little hope, and this is Foundation Season 3 Episode 10’s way of giving it to us. Things are still quite bad, but not all is lost.

In the throne room, Darkness sits with his triumph, singing about how his little brothers will never bother him again and making Day’s corpse look somewhat presentable. Then he calls in Zagreus in to dispose of Day’s corpse and the other two thrones. God King Darkness don’t need ‘em, after all. But as Darkness sits on his throne, Prime Radiant in hand, the head Day brought to Demerzel activates and clasps with something very, very far away.

And this is where Foundation Season 3 Episode 10’s big twist comes in. There are other robots. One of them looks like Kalle (Rowena King)! And they seem ready to get involved! And, and this is the big one, you know where they are? It looks like Earth’s moon. Like, our Earth. The camera hangs on what appears to be our beautiful blue rock before cutting to black. Roll credits.

“The Darkness” has changed too much for this season to make the series make the pendulum swing the other way.

Well. That was something, huh? Day’s dead. Demerzel’s dead. All the Cleon clones are (probably) dead. Darkness has total control of Empire (but Dawn is still alive, so that might change), Bayta’s the Mule, the guy we thought was the Mule was the Bane to Bayta’s Talia Al Ghoul in The Dark Knight Rises, and most of Gaal’s friends have had their heads zapped by Bayta Mule. Also, there are more robots! Kalle’s one of them! This is crazy!

Sometimes, a show ends a season and you’re like “I can see where they’re going next season” and sometimes, you get to the end and you’re like “I have no idea where this is going.” For me, Foundation Season 3 Episode 10 is the latter, but you can’t say it’s not taking absolutely huge swings. We knew the decline and fall of Empire was coming, but I didn’t figure Darkness would be a guy, and I certainly didn’t think we’d see it play out this season. But here we are.

There’s no going back from this, so the only way out is through. I gotta hand it to Foundation’s creative team: these last few episodes have paid off what this season set up, and we’re in a very different place now. This wasn’t a perfect episode of television, but it was a damn good one. And it’s left me excited to see where we’re going to be next season. Even if that does mean dealing with more narration from Gaal. And really, isn’t that what a season finale is supposed to do. See you in Season 4.

Foundation Season 3 Episode 10, is now streaming on Apple TV+ with new episodes released every Friday.

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