‘Foundation’ Season 2 Episode 8 Recap: Must See TV

When a television show gets on a real creative tear, something special often occurs. To me, anyway. Whether it’s a stone classic deep into its run, firing on all cylinders; a killer from jump, blowing you away right away; or — as is the case here, with Foundation — a formerly sputtering spacecraft that has achieved escape velocity and is now hurtling towards the stars, there comes a point when a regular review simply won’t do, and a litany of superlatives is all that can get the job done. 

In other words? There is simply too much shit to like in “The Last Empress.” Directed with total confidence by Roxann Dawson, working off a remarkable script by Liz Phang, Addie Manis, and Bob Oltra, it’s Foundation’s best episode to date. (Seems like we’re saying that a lot lately, no?) 

Here are some, but probably not all, of the things that ruled about this extraordinary hour of genre television, in no particular order:

• The title, “The Last Empress,” is a terrific little fakeout, if you paid attention to it — it calls to mind the tale of the last (known) empress of the galaxy recounted earlier in the season, but also hints at Sareth’s destiny. Turns out it’s neither: the last empress is also the first, and the only. It’s Demerzel, the power behind the throne all these years, revealed in all her sinister glory in the closeup that closes the episode. Deftly done.

• The rescue mission mounted by Hober Mallow to save Constant and Poly from execution at Cleon’s hands — on live TV across the galaxy no less — is legitimately one of the most exciting and sexy acts of swashbuckling I can remember seeing since, I don’t know, Lost? (It’s been a while since I’ve watched a show aiming for the “smart pulp” bullseye Lost so often hit, if you weren’t distracting yourself with extraneous fan theories about nanobots.) Dimitri Leonidas actually has that rougish Han Solo charm so many actors and characters have tried and failed to recapture. I’m just saying that if I’d been in Constant’s shoes, I’d have fucked him ASAP afterwards too.

• Speaking of which, how about those sex scenes! The subterranean assignation between Sareth and Brother Dawn is hot stuff as it is, though good luck filming a scene with Ella-Rae Smith in it that isn’t hot stuff at this point. Man, what a screen presence. Anyway, even better is the all-business manner with which Constant propositions Hober. Her forthrightness and directness in getting what she wants is erotic as hell, as is the way she ascertains that no, Hober’s not too nervous to do the deed after all. God bless this show for going for it as often as it has this season.

• The last charge of Beki, the guard beast I’d wrongly assumed to be the whisper ship’s sentient computing organism or something, had me laughing with delight, then gasping “oh no.” Those shots of the creature chasing an aura-less and terrified Cleon through the rubble of his execution platform are the kind of pure comeuppance gold only good genre fiction can give you — which made Beki’s death at the hands of his guards, and subsequent plummet off the towering structure, all the more upsetting. Again, this is so deft.

• Before all hell breaks loose, there’s this marvelous seconds-before-the-storm-breaks moment where some of the characters, Demerzel especially, can sense something’s about to go horribly wrong. Not for long enough to do anything about it, or even think much about it — just that “Oh shi—“ sensation before the blast of Hober’s ship hits. It instantly put me in mind of the way the best Game of Thrones battle or action episodes, the ones directed by Neill Marshall or Miguel Sapochnik, did the same thing. A whole lane of sensation that almost no other show has exploited, until now.

• Lee Pace…boy howdy. Again, what a screen presence! This man is such a gift to this show, expertly balancing Cleon between justifiably arrogant god and petulant, out-of-his-depth manchild. The slide between one pole to the other is so gradual you can often miss it happening, where I think most actors would make it more like the flipping of a switch. Pace brings so much to the table.

• So does Jared Harris, his opposite number, who (for the most part) has to hold down his end of the action by making standing around talking or sitting around thinking look as exciting as giving the order to nuke a planet or chop off someone’s head. He does this as if to the manner born, which, given his dad, I suppose he was.

• Terrence Mann is fascinating to watch in this one too, as his Brother Dusk has his world rocked over and over again: by the discovery that his lover Rue had her erased memories restored, by encountering a bizarre Manchurian Candidate mental block when asked how Demerzel came to serve Empire, by the daring raid at the execution, by Day bucking his express wishes and traveling to Terminus rather than destroying it from a distance, by the discovery of a secret passage that shakes his sense of security, by his realization — echoed by Sareth’s words to Dawn — that it’s Demerzel, not the Cleons, who rule the Imperium. Mann’s command of the diverse emotions and affects called for here, making them seem like the product of a single unquiet mind, is deeply impressive.

• There’s a breathless sequence towards the end where Gaal learns, to her sorrow, that things are not as they seem on Ignis. To be more specific, everyone there is a mental slave of Tellem Bond, an ancient being who’s been telepathically seizing new bodies every seventy years or so centuries, becoming more powerful every time. Gaal, staked out like something out of Temple of Doom, is to be her next victim/host. Like her fellow actor Lee Pace, Rachel House has her character’s range, from maternal to satanic, on a dimmer rather than an on and off switch. Before you know it, her Tellem is mask off, and it’s terrifying to behold.

• So much so much fun, rich, surprising dialogue in this episode I barely know where to begin…

Cleon, mocking Poly’s claim that underneath the religious fooferaw, Hari Seldon’s revolutionary idea is based on science: “Scholarly rigor! How all the children love his rigor!” 

Returning to the theme when Poly shakes off Cleon’s threats against Terminus by saying he has “faith in Foundation”: “Ah. Watch the rigor melt like candy.”

Constant and Hober, before they take the plunge: “I think we should seize the moment.” “And by seize, you mean—” “Sex.”

Constant, after the plunge, contemplating their respective near-death experiences: “Let’s promise to always attend each other’s executions.”

Dusk, coming out with the most unexpected yet understandable sentiment I could have imagined as he and Rue explore the hidden staircase they’ve uncovered: “Odd sensation, to feel like a stranger in one’s own home.” Just the sense of ownership in that, that he truly does feel this sprawling palace and everything in it is his blue heaven.

Dusk and Rue, when the former realizes the latter has lied about her missing memories all along: “I thought we trusted one another.” “No, you thought I trusted you.”

Tellem and Gaal, sparring over Gaal’s hidden thoughts: “Something you really don’t want me to see.” “Because it’s mine.” “Not for long, child.” It’s Lou Llobell’s best work as the character, the moment perhaps when she truly takes ownership of both her power and her genius. 

• A moving scene with Hari and Constant’s asshole dad the mayor, of all people, made me wonder if this will become a Sopranos-style cavalcade of minor characters getting meaty material.

• How much fun was it to watch Harris-as-Seldon puzzle his way through the existence of his duplicate and all that this means about Foundation and the future? Like, they seriously did a whole scene about someone slowly piecing together something all of us in the audience already know about and made it as watchable as anything else in the episode, which is really saying something.

• Something worth contemplating, and I think worth factoring into Cleon’s crazily rash decision to fly to Terminus and deal with Foundation himself, is that this dude just got pantsed on live national television, for lack of a better phrase. Humiliated, exposed, revealed to be vulnerable. Meanwhile, Hober freaking Mallow — who we learn was called for by Hari in the first place via a bit of a time paradox instigated by Gaal, which ya gotta love for this show’s unending cavalcade of grade-A sci-fi red meat — grabs the camera and makes himself the face of revolution for every thinking being in the galaxy. I’m not sure either party has fully thought through the ramifications here. But I sure have!

• And finally, there’s the almost casual, tossed-off array of dazzling shot compositions and lighting choices courtesy of director Dawson — the kind of stuff that makes other shows working in this zone right now look like they were made by people who were half asleep. I’ve scattered a handful across this list, but again, that’s by no means the end of them.

Foundation is the most exciting thing I’m watching right now. I’m so happily surprised by how it’s seized its full potential. 

(This piece was written during the 2023 WGA and SAG-AFTRA strikes. Without the labor of the writers and actors currently on strike, the series being covered here wouldn’t exist.)

Sean T. Collins (@theseantcollins) writes about TV for Rolling Stone, Vulture, The New York Times, and anyplace that will have him, really. He and his family live on Long Island.