Warning: Spoilers ahead forFoundationseason 3, episode 5, “Where Tyrants Spend Eternity.“Foundationseason 3, episode 5, “Where Tyrants Spend Eternity,” marks the halfway point of the show’s current run, and Apple TV+’s space opera’s next five installments are shaping up to be incredible.“Where Tyrants Spend Eternity” is a brilliant mix of political thriller and sci-fi family drama.
The adaptation ofIsaac Asimov’sFoundationbookscontinues to introduce fresh ideas while keeping one eye on the source material. WhileFoundation’s timelinecan seem intimidating, “Where Tyrants Spend Eternity” is the latest example of the show starting to make its scale far more accessible. In short, what was already one ofApple TV+’s best sci-fi showsis getting even better.

Foundation’s Ambitious Timeline Finally Feels Like It’s About To Hit A Huge Milestone
The Destruction Of Kalgan Is A Major Turning Point
The coming darkness that is set to envelop the galaxy, as predicted by Jared Harris' Hari Seldon centuries before, has hauntedFoundation’s narrative since the first episode. However, it has understandably never felt like an immediate threat. Now, it certainly seems like the darkness is near.
The radical tactics — by Gaal Dornick (Lou Llobel) to use Brother Dawn (Cassian Bilton) — that ultimately lead to Kalgan’s destruction feel like the kind of thing that only desperate people do when a crisis is lurking around the next corner.Gaal no longer has the luxury of slowly training the Second Foundationand must take action into her own hands.

While the darkness has been announced as happening very soon, it’s taken until episode 5 for it to truly crystallize just how little time both Empire and Foundation have to act. I was always curious when the darkness' presence would make itself properly known, and now I know the answer.
The Mallows' Storyline In Foundation Season 3 Won Me Over In Episode 5
Toran & Bayta Become More Humanized
Cody Fern’s Toran Mallow and his wife, Bayta Mallow (Synnøve Karlsen), haven’t been great characters thus far in season 3. While the show has done a great job at making them both seem like little more than entitled socialites, that hasn’t been engaging enough for me to care about them all that much.
Their return to Toran’s homeworld of Haven is what the newlyweds needed to earn their place in the story.Seeing where Toran comes from makes him a character that’s far easier to understandand appreciate, and seeing Bayta’s banter with her husband’s uncle also fleshes out her character.

Woven throughout their visit to Kalgan is the implied importance of Magnifico “Maggie” Giaganticus (Tómas Lemarquis) and the edge he could give the Foundation. Fans of Asimov’s books will know just how important Maggie is to the story, and it’s great that Apple TV+ is putting its own spin on this massive upcoming twist.
The Mule’s Absence From “Where Tyrants Spend Eternity” Isn’t As Harmful As You Might Expect
The Long-Awaited Villain Is Barely In The Episode
The Mule (Pilou Asbæk) briefly appears in episode 5, not much longer than his appearance last week. While the main villain being functionally absent from the story may seem like a bold choice, it actually works very well.
The Mule’s rapidly earned and terrifying reputation bleeds through the galaxy at impressive speed, making him a formidable presence without needing to be visible. Plus, his reduced screen time creates more space to explore the concept of good and evil among characters loyal to Empire, the Foundation, and other parties.

The Scattered Cleons Are Surely Beyond Salvation In Foundation Season 3 (& I Love The Drama Of That)
The Cleonic Dynasty Must Be Nearing Its End
The three active members ofFoundation’s Genetic Dynastyhave all been on vastly different paths in season 3, and it’s been my favorite thing to watch in the current run of episodes. WhileBrothers Day (Lee Pace) and Dusk (Terrence Mann) are limited to small rolesin “Where Tyrants Spend Eternity,” it’s still obvious that they aren’t behaving as traditionally expected.
However, Day’s decision to flee his throne and Dusk’s intense resistance to ascension pale by comparison to Dawn allowing himself to be manipulated by Gaal.All three men end episode 5 in positions that seem impossible to come back from, but I’m sureFoundationwill find a brilliant way to either restore them to the story or extend their respective runs in other ways.

New episodes of Foundation season 3 release every Friday on Apple TV+ until the finale on September 12.
Foundation Season 3, Episode 5
Cast
Foundation is a science fiction film that follows a band of exiles on a crucial journey to save humanity and rebuild civilization as the Galactic Empire collapses.