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Mild spoilers follow for Foundation season 3 episodes 1 to 5.
Foundation is a show I’ve championed ever since its first season debuted in September 2021. Admittedly, it took a season to find its footing but, with Foundation season 2 righting the wrongs of ifs forebear, the sci-fi epic hasn’t looked back since.
Foundation season 3 continues the space opera’s upwards trajectory. Exhilarating and intellectually stimulating, the under-appreciated Apple TV Original ups the ante in spectacular and engrossing fashion, with a season that further cements my view that the show should be held in a higher regard.
Empires always fall
152 years have passed since the end of Foundation season 2. The Foundation now rules the entire Outer Reach and is slowly expanding into the Middle Band, a group of independent planets once ruled by Empire – also known as The Imperium – which has become a shadow of its former self. The Cleonic Dynasty, which rules Empire, still controls large portions of the galaxy, but no longer holds dominion over its own Galactic Council, and is subsequently positioned as something of an underdog this season.
Pilou Asbaek is a delightfully wicked, chillingly commanding, and unpredictable on-screen presence
Things are about to worsen for both parties, though. The next Seldon Crisis – events predicted by psychohistorian Hari Seldon (Jared Harris) that will test the entire galaxy – is fast approaching. Furthermore, The Mule (Pilou Asbaek), an incredibly powerful and dangerous Mentalic – individuals born with psychic abilities – aims to bend the galaxy to his will. If The Mule succeeds, and if his arrival and The Third Seldon Crisis aren’t connected, humanity won’t successfully navigate the latter.
Season 3 wastes no time introducing the demonstrably evil new player on the proverbial chess board. First teased in last season’s finale, The Mule demonstrates his seemingly unmatched superhuman abilities by singlehandedly destroying an entire fleet of warships and killing numerous soldiers on the Middle Band world known as Kalgan.
It’s a shocking sequence that proves how menacing this Machiavellian character is, and that menace is embodied in Asbaek’s eye-catching performance. Asbaek only replaced Mikael Persbrandt as The Mule in a season 3 cast shake-up last February, but he’s a delightfully wicked, chillingly commanding, and unpredictable on-screen presence. If you thought he couldn’t play a character more monstrous than Euron Greyjoy in Game of Thrones, think again.
Season 3’s early entries also do a largely good job of getting us up to speed on Foundation‘s wider universe, and the galactic checkerboard’s current arrangement.
Seeing these millennia long-feuding groups temporarily set their differences aside… makes for a captivating watch
The biggest surprise – one hinted at in Foundation season 3’s official trailer – is that a fragile peace now exists between The Foundation and Empire. Yes, they’re still staunch adversaries, and events in this season’s explosively epic fifth episode suggest that later chapters will pit them against each other once more. Nevertheless, seeing these long-feuding groups temporarily set aside their differences makes for a captivating watch as they navigate the galactic geopolitical minefield and try to combat a common enemy in The Mule.
Civil wars and familial frailties
The Apple TV+ show’s latest installment also continues to explore key relationships that have defined its overarching story so far, albeit with varying degrees of success.
Gaal Dornick’s (Lou Llobell) student-teacher dynamic with Hari has been an integral cog in the machine since Foundation premiered. I was disappointed, then, that this oft-fraught surrogacy-like relationship is given short shrift in season 3’s first half.
Gaal and Hari’s oft-fraught surrogate-like relationship is given short shrift
In fact, I’d go as far as to say Harris is criminally underused. Hari and his digitized counterpart Doctor Seldon (Harris), the latter of whom dwells in The Foundation’s mysterious artifact known as The Vault, exist on the periphery of storylines concerning Ignis and New Terminus, i.e., the worlds that The Foundation and its secret sibling Second Foundation are based on. I hope season 3 rectifies this oversight in its latter half.
At least Llobell gets more to do. As Second Foundation’s self-assured yet flawed leader, she spends her time juggling the demands of Ignis’ Mentalic colony, a romance with newcomer Han Pritcher (Brandon P. Bell), a hyper-fixation on tackling The Mule, and using her own psychic abilities to infiltrate Trantor to form a clandestine pact with one the Imperium’s Cleonic rulers.
Speaking of the Cleonic Dynasty, this season’s iterations of Empire’s monarchic trio – Dawn (Cassian Bilton), Day (Lee Pace), and Dusk (Terrance Mann) – are dazzling and disturbing in equal measure.
It’s interesting to see this triumvirate operate with a fraction of the power they’ve previously wielded, but it’s even more compelling to see each actor infuse their respective characters with different personalities. Indeed, Foundation season 1 episode 9’s revelation that Cleon I’s genetic code was irrevocably damaged by rebels means each clone’s DNA and personality become more distinct with every generation. Season 3’s cocksure but naive Dawn, and outwardly pacifying yet internally sinister Dusk, then, allow Bilton and Mann to shine in ways they haven’t before.
Pace benefits most from the diverging Cleonic bloodline, though. In what I can best describe as Pace’s channeling of The Dude from The Big Lebowski, this season’s neo-nihilistic, brutally honest, drug-addicted, and wisecracking Day is a scene-stealing delight. He’s still got a nasty side, and an arrogance that offer reminders of the uncompromising and warmongering Day we’ve previously seen, but I was nonetheless enchanted by Pace’s wildly different take on the character.
I was enchanted by Pace’s wildly different take on Brother Day
The variance is particularly visible when the Cleons gather for meetings with each other and/or alongside Empire’s robotic majordomo Demerzel (Laura Birn), which often exude melodrama amid power struggles between the trio, and their individual and collective confrontations with Demerzel.
The final scene of this season’s premiere is a perfect illustration of this. Not only does it reveal an unexpected inflection point in Hari’s psychohistory calculations – remember, Demerzel (and, by proxy, Empire) came into possession of one of the two Prime Radiants in the season 2 finale – it also predicts humanity’s total annihilation. Cue a tense debate as the quartet propose solutions to this calamity (or, in Day’s case, choose to ignore it completely) and an existential crisis-fueled arc for Demerzel that Birn captures with dazzling nuance and heart-aching complexity.
Foundation‘s primary cast is aptly aided by Asbaek’s fellow season 3 newcomers. The charismatic couple Toran Mallow (Cody Fern) and Bayta Darell (Synnøve Karlsen), whose influence steadily grows despite their initial reluctance to get involved in events, and Bell’s swashbuckling Foundation operative in Pritcher, who’s trying to prevent a group known as The Alliance of Traders from breaking away from The Foundation and exerting its influence on Foundation-ruled worlds, are standouts at this season’s midpoint.
If I have one major gripe about season 3’s first five episodes, it’s that they spend an inordinate amount of time focusing on The Imperium storyline. It’s certainly entertaining, but there’s plenty of cat-and-mouse politicking and gripping subplots, and new characters to get to know, all of which deserve more screen-time. I hope they’re not neglected as much in episodes 6 through 10 as Harris has been so far.
My verdict
Watch On
Foundation season 3 proves that the sci-fi extravaganza not only deserves its spot on our best Apple TV+ shows list, but also confirms its position as the best show you’re not watching right now. Its ability to constantly evolve from a narrative perspective, and keep me engaged through its seasonal time jumps, plus its capacity to maintain a high level of consistency in all areas of its production, make it an unrivaled spectacle in the genre space.
If episodes 6 to 10 can build upon the thrills that season 3’s first half contains and address the problems I’ve outlined in this review, it might threaten Severance season 2 as my favorite Apple production of 2025. Foundation season 4 is only a rumor at this point but, based on the show’s latest installment, it’s a matter of when, not if, this space odyssey’s next entry is confirmed by one of the world’s best streaming services.
Foundation season 3 launches worldwide with a one-episode premiere on Friday, July 11. New entries will air weekly until its finale is released on September 12.
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