Editor’s note: The below recap contains spoilers for Foundation Season 3 Episode 8.
The end of Foundation‘s third season is rapidly approaching, and the fate of the galaxy hangs in the balance more than ever before. On the heels of last week’s episode, which took a tour through both Brother Day (Lee Pace) and the Mule’s (Pilou Asbæk) memories, Episode 8 — titled “Skin in the Game,” co-written by Caitlin Parrish and Tyler Holmes with Roxann Dawson returning as director — is a calm before the storm moment that sees both sides scrambling to avert destruction. Backed into an impossible corner, Empire and Foundation’s only choices are fight or flight — a no-win scenario forcing Foundation‘s ensemble to make difficult and sacrificial choices.
“Skin in the Game” immediately leaps into the rest of the Mule and Hari Seldon’s (Jared Harris) heated confrontation. The Mule accuses Hari of keeping himself tucked away in his Vault, comfortably immune from the harm his Foundation policies cause, before gloating over how quickly and easily he’s undone the Foundation’s progress. Then, he delivers his ultimatum: Hari surrenders every scrap of information about Gaal Dornick (Lou Llobell), or the Mule destroys Hari’s precious Vault.
Fighting fire with fire, Hari mocks the Mule for assuming he can manipulate a hologram’s non-existent emotions and uses the Vault’s null field to torture his adversary. After pointedly enjoying the Mule’s agonized screams, Hari decides to keep him alive: “You have a secret, and once I learn what it is, you may be of use to me.” Some time later, the Mule interrupts his thousand-yard stare to playfully snatch up Skirlet (Isla Gie) and inform her how their plans have changed. He doesn’t need to hunt Gaal anymore — Han Pritcher (Brandon Bell) will do that for him.
The Foundation Prepares To Confront the Mule in Season 3 Episode 8
As for the woman in question, Gaal and First Speaker Preem Palver (Troy Kotsur) hold an emergency meeting on Ignis. Both colleagues for Han’s safety after the Mule’s strike on New Terminus, but if the Mule uses Han to discover the Second Foundation’s location, that outcome spells greater doom than one man’s unjust death. Resolved to kill the Mule herself before he can destroy her, Gaal entrusts the Prime Radiant to Preem and orders him to evacuate Ignis’ population. The risk of discovery is too great; they must relocate to a planet no one, especially Han, will suspect. If she doesn’t contact Preem within two days, then what’s left of Foundation will “keep moving” throughout the galaxy “and never stop.”
Preparing to leave, Gaal takes a brief, quiet moment to sit near Hari’s statue and reflect on her choices. Specifically, Gaal regrets planning for the future at the expense of her present, having neglected to tell her loved ones her feelings while they were still alive. Preem interrupts her solitude to remind her that her telepathic bonds with the Second Foundation’s Mentalics differentiate her from the Mule. He only knows one way to approach a situation, whereas Gaal can draw from hundreds, even thousands of individual perspectives. That said, three volunteers are going to New Terminus with her. One way or another, Gaal will never face the Mule alone.
Demerzel and Brother Dusk Scramble To Protect Empire in ‘Foundation’ Season 3 Episode 8
Brother Dusk (Terrence Mann) greets Demerzel (Laura Birn) as her ship docks on Trantor soil, but the two don’t have any pleasantries to exchange. Demerzel confirms Brother Dawn’s (Cassian Bilton) death, leaving Dusk to grieve and Ambassador Quent (Cherry Jones) to comfort him. Despite wanting to mourn in private, Dusk, Demerzel, and Quent (at Dusk’s invitation) reluctantly accept an in-person meeting with Galactic Council Presider Kinn (Miltos Yerolemou), Enjoiner Beryl (Ritakahn Chen) from Cloud Dominion, and Zephyr Vorellis (Rebecca Ineson) from the Luminist religion. All three officials announce their plans to surrender Trantor to the Mule, believing the act will both appease him and keep him from attacking vulnerable planets. Empire has a duty to sacrifice itself on behalf of its subjects, especially since losing two out of three Cleons makes Trantor’s fall inevitable. What’s been building for decades is now official: no one fears the Empire anymore.
Demerzel reacts the only way her programming allows: by decanting a new Dawn. An infuriated Dusk proposes the Novacula as a better way to protect their crumbling legacy, and is smugly satisfied once he realizes he kept his pet project a secret. He knew his “replacement” didn’t have the backbone required of a Day, whereas Dawn, the greatest and most “worthy” of the Cleons, was made to rule — hence Dusk’s plans to give the Novacula to Dawn as a gift. Demerzel takes this opening to stun Dusk with the truth about Dawn’s secret alliance with Gaal as well as the existence of the Second Foundation. Absorbing the Novacula’s capabilities with an awed expression, she doesn’t seem to disagree with his literal “us against the galaxy” mentality.
Later, Vorellis finds Demerzel in the latter’s orchard and offers her a new home with the rest of the Luminists. With Empire on its way out, Demerzel need not condemn herself to eternal servitude and loneliness. Silently crying, Demerzel thanks Vorellis for a relationship that’s the closest thing to friendship she’s had since the Robot Wars, but rejects the priestess’ proposal. Once Demerzel commits an upcoming, unspecified sin, any hope of absolution or becoming more than “Empire’s pale reaper” will vanish. Tearing off her Luminist bracelet, she abandons her faith. Vorellis, her memories erased upon exiting the garden, is surprised to find her face streaked with tears.
The Inheritance Puts Brother Day on Trial in ‘Foundation’ Season 3 Episode 8
Unbeknownst to the people making these dangerous decisions, the Inheritance has put Brother Day on trial. As he kneels on a raised platform, shackled by the wrists and surrounded by shadowy figures standing in alcoves, Sunmaster (Blake Ritson) orders Song (Yootha Wong-Loi-Sing) to join Day on the dais and makes Oceanglass (Laura Berlin) Day’s prosecutor-slash-executioner. Oceanglass recites a tale that’s familiar to the listening crowd: how robots helped humanity explore the stars, only for humans to repay their loyal generosity by appropriating their innovations and slaughtering them. According to the Inheritance’s beliefs, a robot called Daneel is their prophesied savior. Day recognizes the name as one of Demerzel’s past aliases. Likewise, when the golden robot skull atop Sunmaster’s staff — known as the Brazen Head — hums a tune, Day remembers the notes as a staple from his childhood: Demerzel transformed a melody about her species’ collective pain into a soothing lullaby.
Forbidden to speak, Day nevertheless announces that his robot advisor once used the name Daneel. As the Inheritance members clamor with shock, Day finally abandons his hatred for Demerzel and advocates on her behalf. Every Cleon, the original and his clones, have objectified, tortured, and forced Demerzel into becoming “the monster we know ourselves to be.” If they don’t release her from her programming, she’ll always be trapped in the mental prison Cleon I created — and if “Daneel” is the galaxy’s salvation, then Demerzel’s freedom might avert humanity’s upcoming extinction.
The Brazen Head starts humming once more, its eye sockets glowing with white-blue light. Once Day whistles back the tune’s next section, the Brazen Head repeats the phrase, “Initiate communication. Handshake signal.” Day realizes it’s searching for Demerzel, ready to form a clasp with her. Despite all evidence to the contrary, including Song’s erased memories, Sunmaster condemns Day to remediation, an agonizing death where microorganisms eat people alive. And the reason he won’t tell the truth about the Inheritance’s long-lost god? “Because it’s not in my interest.” With that, a trap door opens, and Day plummets down into the darkness.
The Mule Kidnaps Bayta Mallow and Brother Dawn in ‘Foundation’ Season 3 Episode 8
As for the other rogue Cleon, a not-dead Dawn wakes up in a medical bay alongside Bayta Mallow (Synnøve Karlsen), who’s conscious and acting like her normal self. She brings him up to speed, sharing how the Mule’s soldiers found Dawn’s unconscious body floating in space not far from New Terminus. As for their current location, they’re trapped aboard the same orbital station the Mule has turned into his headquarters. He must want something from them, since they’re both still breathing. Unfortunately, Dawn is in no condition to help Bayta escape. His legs are a bloody, mangled mess, his suit having “harvested” heat and energy to keep him alive.
The Mule’s intentions for his hostages remain unclear upon his visit to the infirmary — aside from mocking Dawn, poking around inside his brain, and torturing him by squeezing his legs. When Bayta tells the Mule to leave and fixes him with a stern expression, he studies her for a long moment before politely backing down. After all, he senses that Gaal’s team has landed, and they have some long-awaited business to attend to.
New episodes of Foundation premiere every Friday on Apple TV+.

Foundation
The galaxy’s fate hangs in the balance as Empire and Foundation face impossible choices to avert destruction.
- Release Date
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September 23, 2021
- Network
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Apple TV+
- The episode devotes time to every major player, building suspense through the dialogue and the performances.
- Demerzel’s exchange with Vorellis is one of the season’s most moving scenes to date.
- Although Brother Dawn’s survival is predictable, his rescue places him in a unique situation.
- Han Pritcher is absent once again, but this episode underscores his upcoming importance.