Foundation Season 3 Episode 10, “The Darkness,” is a compelling, high-octane hour of television. This season has been the best of the series thus far, with, thankfully, more to come. Dusk goes nuclear as he fulfills Hari’s prophecy, eradicating the Genetic Dynasty and killing Demerzel and Day in one fell swoop. It’s heartbreaking. Gaal realizes the Mule isn’t really the Mule. Dawn could still be alive, and he might be the key to taking down Dusk. Kalle is a robot, and, plot twist, there are more of them than we realized. And that last shot of Earth! Damn. What an explosive, jaw-dropping finale that lays the groundwork for a fascinating fourth season.
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Foundation, “The Darkness”
We open with Brother Dusk (Terrence Mann) dressing for his ascension. Before the big event, he visits the clone tanks one last time. There, he spies baby Brother Dawn, who will one day be decanted. Dusk looks up. We see walls upon walls of Cleons.
FOUNDATION Season 3 Episode 10, “The Darkness” — Photo courtesy of Apple TV+
Dusk informs Zagreus (Ahir Shah) that he can make the walk alone to the place of his ascension. However, he uses this time solo to evade his fate. He won’t become ash today, y’all.
Meanwhile, Brother Day (Lee Pace) reunites with Demerzel (Laura Birn). He brings her the Brazen Head. At the same time, Gaal (Lou Llobell) fortifies her mind palace in preparation for her inevitable battle with the Mule. She explains that she also protects the memories of her dearly departed loved ones: her parents, her daughter and her mentor.
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Go in for the Kill
Then, Pritcher (Brandon P Bell) talks Toran (Cody Fern) through how to fire his weapon. Toran reminds Pritcher that he grew up with the traders. He also asks Pritcher to help him save Bayta, who’s probably on the station. They rejoin Gaal, Holo-Hari (Jared Harris), Magnifico (Tómas Lemarquis), Dr. Ebling Mis (Alexander Siddig), Leyda (Mark Ebulué) and Zera (Victoria Wyant).
Suddenly, the Vault turns black and soars upward, leaving New Terminus for the station looming above the planet. Holo-Hari hacks the security system and distracts the Mule’s soldiers. He’ll also open all the doors for our heroes as they travel to Indbur’s office to kill the Mule. Pritcher breaks away from the group to rescue Bayta.
FOUNDATION Season 3 Episode 10, “The Darkness” — Photo courtesy of Apple TV+
Speaking of Bayta (Synnøve Karlsen), she and Brother Dawn (Cassian Bilton) hear alarms blare while in med bay. Dawn realizes he can’t walk due to his injured legs. He urges Bayta to leave him there and save herself. She opens the doors (too easily, I might add) and wanders through the halls.
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Life in a Skull
Day tells Demerzel that, in Mycogen, the Inheritors believe a certain robot will save them. He doesn’t mention the name “Daneel,” though. Day asks Demerzel if she would save everyone from the encroaching darkness — the end of everything. Demerzel confirms she would, especially the Cleons.
Day wonders if two robots would do the trick. Perhaps Demerzel could clasp with the Brazen Head. After all, it talked back in the Sacratorium. Demerzel doesn’t want to give herself hope. It would be too much. She claims it would go against her programming to clasp with the Brazen Head.
Day urges her to walk him through the process. It’s worth it for them to find out if there’s life in this robot skull. So, Day fixes the Brazen Head to the golden hook protruding from a rectangular golden box. He whips out the tool he brought to the Mycogen sector. Side note: Laura Birn, that Emmy should be yours. She’s a force of nature in this scene.
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The End of an Era
Later, Dusk returns to the clone tanks. He clicks a remote-like object, pointing it at each tank. This causes said tanks to explode, and the Cleons within are ripped to shreds. Viscera falls from the walls of clones above Dusk. He lifts his face to the light as blood splatters it. This shot looks like a painting. This might be one of the most chilling scenes on Foundation thus far. Dusk grabs Baby Dawn. After Dusk departs, his job here done, more clone corpses and viscera land on the floor.
Demerzel realizes something’s amiss in the clone tanks. She and Day arrive to find all the dead Cleons. Demerzel notices the baby is MIA. Meanwhile, Pritcher finds Bayta. He reassures her that Toran is alive. Suddenly, Pritcher clutches his head in pain, falling to his knees. Bayta seems inexplicably unaffected, though.
FOUNDATION Season 3 Episode 10, “The Darkness” — Photo courtesy of Apple TV+Plot Twist
The Mule (Pilou Asbæk) already knows that Gaal and her Second Foundation buddies are here. He switches off the power. Ebling recalls that Indbur’s bathroom was attached to his office. He finds the precise spot. Leyda plants explosives so our crew can enter the bathroom through its ceiling. The Mule senses their proximity. He shoots Leyda and attacks Toran. Then, he takes on Gaal.
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We see fragments from Gaal’s vision, with the Mule choking her on Trantor near the Imperial Library. He’s now choking her in Indbur’s office. Before that, though, he tries to get her to shoot herself in the head. Notice how Gaal’s vision is different? Something tells me that her vision won’t come to pass for a while yet. Gaal resists the Mule’s compulsion. She yanks him into her mind palace, where Warden Greer took her own life. Here, Gaal slices the Mule’s neck, killing him. He dies on Indbur’s desk in reality. RIP (not). Gaal sees Skirlet (Isla Gie) hiding under the desk and orders her to sleep.
However, Gaal can still sense someone inside her head. She realizes that the man she killed wasn’t the Mule. He was a decoy. Toran wakes up. The camera pans to Toran and Ebling, making us believe they could be the real Mule. Then, Pritcher and Bayta arrive. And guess what? Unsurprisingly, Bayta is the Mule. The season has been effectively building toward this plot twist.
FOUNDATION Season 3 Episode 10, “The Darkness” — Photo courtesy of Apple TV+My Song
Pritcher claims that Bayta hasn’t compelled him. That said, he’s never known such love. He attempts to persuade Gaal to surrender, but not before shooting her in the stomach. That’s not what boyfriends should do. Bayta tries to sway Gaal. She orders Magnifico to play his Visi-Sonor. We see that the Mule’s backstory on Rossem was true, but not for the man we thought was the Mule. But for Bayta, it makes more sense.
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Gaal orders Bayta out of her head. She puts up her defenses against her enemy. Bayta can’t overpower Gaal, especially since the latter persuaded Magnifico to only play her song, not the Mule’s. Meanwhile, Demerzel finds Dusk with Baby Dawn in the Ascension Chamber. Day is hot on her heels. Dusk puts Baby Dawn on the dais. At the push of a button, this poor, innocent child will turn to ash. A child who is Empire.
Ashes to Ashes
Now, Dusk knows that Demerzel will be compelled to save Baby Dawn. Dusk’s planning on that. Day screams for Demerzel as she uses her body to shield Baby Dawn from getting dusted. Ugh, this scene broke me. That lullaby playing as Demerzel sacrifices herself tugs at the heartstrings.
Unfortunately, he still becomes ash, and Demerzel’s human facade liquifies, leaving her robot insides, which melt, too. Half of Demerzel’s robotic skull remains as it slowly melts away. Her right eye blinks that same bluish glow as the Brazen Head. Could she be clasping with the Brazen Head at the last minute?
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Take Me With You
Later, Gaal contacts Rasik and urges the latter to be ready with the ship. Gaal rests for a split second, wincing with pain after Pritcher shot her. She removes what looks like a wall from a shipping container (maybe a small pod?) and rides it while diving out of the station. Thankfully, Rasik (Jennifer Saayeng) appears. Beggar’s Lament brings Gaal on board.
FOUNDATION Season 3 Episode 10, “The Darkness” — Photo courtesy of Apple TV+
Holo-Hari materializes. He begs Gaal to take him with her. She claims he won’t like where she’s going. Holo-Hari wants Gaal to bring him to the flesh-and-blood Hari Seldon. Gaal finally admits the truth — the real Hari is dead. Holo-Hari looks heartbroken as he returns to the Vault. Beggar’s Lament jumps, leaving him behind.
Hari’s Big Prediction
Next, Day reunites with Dusk in the throne room as the latter plays a f*cked up version of hide and seek. Day tells Dusk that Demerzel was going to save them. He overpowers Dusk and punches him a few times. Dusk reveals that he still has his nanites, though. Day does not. Dusk shoots Day in the stomach. Second side note: Terrence Mann is killing it. What a magnificent performer with a heaping helping of gravitas.
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While Day dies, Dusk reveals that he is Hari’s big prediction. The oncoming darkness, that’s him. Brother Darkness. He’s responsible for the downfall of the Cleonic Dynasty. Dusk tries to offer Day a sip from his flask, but the latter is dead. RIP, Brother Dude. You were my favorite iteration of the character.
FOUNDATION Season 3 Episode 10, “The Darkness” — Photo courtesy of Apple TV+Welcome to the Second Foundation
Elsewhere, Ambassador Quent (Cherry Jones) is on a mission from Demerzel. Earlier, as Demerzel made her way to the clone tanks, she instructed Quent to grab the triangular book from her quarters and take it to the Imperial Library. There, she tells Nee Tellamarus (Vibeke Hastrup) that she has a book to deliver. It’s the Book of Folding. Tellamarus leads Quent into the library proper, where Demerzel was with Kalle in the Prime Radiant. She introduces Quent to the Second Foundation. Preem Palver (Troy Kotsur) tips his hat at Quent. She sees that he has the Prime Radiant.
FOUNDATION Season 3 Episode 10, “The Darkness” — Photo courtesy of Apple TV+
Next, Dusk orders Zagreus to remove the left and right thrones in the throne room. It’s just him now, ruling as Brother Darkness in the center chair. He also demands that Zagreus pitch Day’s corpse. After Zagreus leaves, Dusk sits in the middle throne. He observes the Prime Radiant in his hands, which he retrieved from Demerzel’s remains.
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Clasp Accepted
Meanwhile, the Brazen Head fixed to Demerzel’s wall activates. Its eyes glow blue. “Handshake signal received and negotiated. Initiating clasp,” it says. Its eyes act as a projector, projecting a model of the galaxy. The Brazen Head clasps with an unknown robot. “Clasp accepted. Transmitting signals,” it adds.
Kalle (Rowena King) finds this intriguing. She remarks that one of them is seeking a clasp from Trantor. So, Kalle is a robot, confirmed. A non-human-looking robot stands behind her. He replies that he was under the impression that Demerzel couldn’t clasp. Kalle confirms this. She reveals that the signal isn’t coming from Demerzel. Someone is attempting to embroil the robots in this struggle.
The robot believes this person has succeeded. Kalle states that all the pieces are in place. We see they’re stationed on the Moon … our Moon.
The last shot is of Earth.
Foundation is now streaming on Apple TV+.
On Location: The Lighterman in Apple TV+’s SLOW HORSES 
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What I do: I’m GGA’s Managing Editor, a Senior Contributor, and Press Coordinator. I manage, contribute, and coordinate. Sometimes all at once. Joking aside, I oversee day-to-day operations for GGA, write, edit, and assess interview opportunities/press events.
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