Naturally, there are spoilers here.

The penultimate episode of The Mandalorian’s second season, written and directed by Rick Famuyiwa, brings us to the very brink of a confrontation with Moff Gideon (Giancarlo Esposito). In order to get a bead on where Gideon’s cruiser might be, Din Djarin (Pedro Pascal) employs the help of Cara Dune (Gina Carano), Boba Fett (Temuera Morrison), and Fennec Shand (Ming-Na Wen), to spring Mayfeld (Bill Burr) out of a New Republic scrap prison. With Mayfeld, they’ll be able to get the coordinates, but to do it, they need to get access to an internal Imperial terminal.

To do that, they travel to Morak, the site of a secret Imperial mining facility. There, they lead a daring infiltration mission that forces Din to trade his beskar for an Imperial hover driver uniform alongside Mayfeld. They have to fight their way through hostile locals trying to blow up the shipment of rhydonium they hijacked in order to sneak into the Imperial facility. Din Djarin is able to hold them off, but without his beskar, it’s a lot more difficult.

Finally, they’re able to make it into the facility. Mayfeld identifies a computer terminal they can use, but it’s in the officer’s mess. And, unfortunately, his former superior officer is in there having a drink. Din is forced to collect the information on the datastick provided by Mayfeld. But in order to gain access to the terminal, he has to remove his helmet and submit to a face scan. Since Din will stop at nothing to save young Grogu, he’s given no choice.

With his mask off, he’s approached by Mayfeld’s former superior. Mayfeld arrives to fast talk his way through the situation and, after a “friendly” drink reminiscing about Imperial genocide, the ex-Imperial snaps. He murders his old superior officer and he and Din are forced to shoot their way out, escaping the facility.

Mayfeld takes the last shot, blowing the shipment of rhydonium they brought, blowing the whole place sky high. Cara Dune decides this is enough for her to decide that Mayfeld was “killed in an explosion” and lets him go, freeing him from his prison sentence. Then, Din is able to send Moff Gideon a message.

The Mandalorian is coming. And he’s pissed.

The Direction and Film References

Rick Famuyiwa is an elegant director who is really great at visual storytelling in the Star Wars universe. He has a way of responding to rhetorical questions or sounds in the soundtrack with visuals. As Mayfeld first asks where he’s being taken, the camera panned up to reveal Slave I. In another moment, Din is closing the hatch on the transport and hears pirates. He opens it back up to reveal three entire skiffs of pirates coming for him. Another great moment of George Lucas-style filmmaking is the stability tracking of the rhydonium. Ultimately, the readout screens don’t mean anything, but Famuyiwa is able to show us that they’re important through the filmmaking alone.

There is a lot of film referenced here, too, and you can get a taste of what excites Famuyiwa.

First, there’s a lot of Indiana Jones and the Last Crusade in this film. It’s easy to cite that film anytime there’s a chase and a fight atop a tank, but this had a lot more to it than that. In that film and here, the hero is robbed of a gun and is forced to fight by hand. As they enter the Imperial mining facility in enemy uniforms, it has all the energy of Indy and his father arriving at the book burning to retrieve the grail diary.

The film also offers many elements of The Dirty Dozen, this time casting Din Djarin as Lee Marvin’s Major Reisman and Mayfeld as an alternating mix between John Cassavetes’s Victor Franko and Charles Bronson’s Joseph Wlaidislaw. Burr channels more Cassavetes than Bronson, but certainly fills both roles. At first he’s the loudmouth with nothing to lose (especially in his first appearance in season one), and he’s able to put that aside for the good of the mission. Then, as he’s infiltrating in an enemy uniform and using his knowledge of Imperials, he’s more the Bronson character, who spoke German and knew how to talk Lee Marvin through Nazi security.

As Mayfeld is forced to rescue Din from his old commanding officer, Valin Hess, Hess invites them to have a drink. The toast they offer and ensuing scene has all the energy and intensity of the scene in the tavern in Quentin Tarantino’s Inglourious Basterds. Hess’s name is a Nazi reference as well, named for Hitler’s deputy until 1941. Though it’s not the first mention of Operation Cinder, it’s also a Nazi allusion, referring to Hitler’s Nero Decree.

One of my favorite film references here comes when Mayfeld offers Din Djarin the nickname “Brown Eyes.” Westerns have been incredibly influential in establishing the tone of the series as well as the structure of many of the stories. Few might be more influential than the Man With No Name trilogy. “Brown Eyes” feels like a cross between “Blondie,” which is what most people called Clint Eastwood’s character, and “Angel Eyes,” the villain in The Good, The Bad, and The Ugly, played by Lee Van Cleef.

The other great film reference in this scene is Mayfeld’s mention of TPS reports, a nod to the Mike Judge classic Office Space.

The Philosophy of The Mandalorian

This episode is a challenging one for Din Djarin. He’s forced to compromise what makes him a Mandalorian in his own eyes. And Mayfeld is the devil’s advocate who brings all of this into focus. He wonders out loud in the cockpit of the transport where Mando’s line is. “You said you couldn’t take your helmet off and now you got a stormtrooper one on, so what’s the rule? Is it that you can’t take off your Mando helmet, or you can’t show your face? ‘Cause there is a difference.”

From the very beginning of the show, it’s been my thought that they wouldn’t have been playing up that rule if they weren’t going to have to find a way to force the Mando to take his helmet off. We saw him willing to bend his code in the first season to save himself by way of IG-11. In this episode, though, he does it to save Grogu. Is this because of his love for the child or his understanding that Mandalorian culture means something different to different people?

This season, he’s been exposed to other Mandalorians and those that are, in different ways, Mandalorian-adjacent. Each of them have different views. Those who wear the armor of Jango Fett – Cobb Vanth and Boba Fett – wear the armor despite not being Mandos ,but prove their honor in a way that Din Djarin respects. He meets the former leader of Mandalore herself, Bo-Katan, and she refers to his beliefs as a fringe extremist position and she doesn’t inspire much confidence in him. Ahsoka Tano did as much for Mandalore as any Mandalorian and she showed him a different view of honor as well.

Mayfeld brings all of that into focus here for Din Djarin and adds new layers of complications. Here, he refers to Mandalore in the same past-tense that he uses to refer to Alderaan, highlighting the devastation of whatever the purge might have been. To Mandalore, the Republic, the Separatists, and the Empire were all the same thing to them in a relatively short amount of time. There is nuance in everything and Famuyiwa enhances that with his filmmaking. It really depends on your point of view when it comes to defining heroes and villains.

This planet, Morak, is as much a stand-in for Vietnam as Endor was and Mayfeld points out they don’t care who is subjugating them – the New Republic and the Empire are the same to them. And because Din Djarin is the hero we’re pulling for, we root against these locals. When the TIE Fighters arrive to obliterate them, the audience is as elated as when Han Solo arrives to allow Luke to take his shot. It’s a very purposeful, powerful choice as it all builds toward Din’s decision to take his helmet off.

What to look out for

There are many cool things to look out for in this episode, starting with Slave I. This is our first real look at the full interior of the famed ship, including the cargo hold where Han Solo would have been held in carbonite. Now it’s being used as a conference room for Boba Fett and the rest of the team. The Slave I also employs the same seismic charges that foiled Obi-Wan Kenobi in the asteroid field in Attack of the Clones, an excellent nod to a great moment.

According to the characters in the show, this mining facility on Morak is run by the ISB. ISB stands for the Imperial Security Bureau. They were a combination of the secret police and military intelligence for the Empire. We saw a lot of their handiwork in Star Wars Rebels and the characters Colonel Yularen and Agent Kallus were both members of the ISB.

Rhydonium, the volatile, explosive substance at the heart of this episode, is itself another reference to Star Wars: The Clone Wars and Star Wars Rebels, among others. It seems like a wink and a nod to the barrels of explosives in video games you use to take out a whole squad of stormtroopers (or battledroids or whatever) all at once.

Mayfeld drops a number of references in this episode that should be exciting to Star Wars fans. First, he mentions Tanaab as the place where “Brown Eyes” lost most of his hearing. This was the site of the famous battle where Lando Calrissian pulled a little maneuver to qualify him as a general in the Alliance to Restore the Republic. Then, he brings up Operation Cinder and his part in the action on Burnin Konn. Burnin Konn is in the Anoat sector (near Bespin) and was behind the Iron Blockade after the war. If anyone played the short-lived mobile game Star Wars Uprising, you’ve been given the inside scoop on both the Iron Blockade and how Operation Cinder affected Burnin Konn. Though the story of the game is canon, it went defunct in 2016.

The sweetest reference in this episode, though, is Din Djarin throwing Moff Gideon’s own words back into his face. This threat at the end of the episode is very cool and references Gideon’s first appearance in the best way.

Coda

This is the meatiest episode this season when it comes to developing Din as a character. That he was able to take his helmet off in order to save Grogu speaks volumes for a man of few words. It also shows that the different perspectives he’s been witnessing in his odyssey this season have had an affect on him.

With Famuyiwa’s top-notch filmmaking fueling a really fun adventure, it seems like it would be impossible to find qualms with this episode. It has crisp action, a newly repainted Fett armor, references to all eras of Star Wars and a solid foundation in film history.

All of this is leading to an explosive finale and we’re still not sure what is going to happen. Will Bo-Katan be back? Will Ahsoka? What Jedi will answer Grogu’s call? How much of a badass will Din be as he takes apart Gideon and his Dark Troopers?

We only have one week left of this season. I’m sure they’re going to make it a good one.

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