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‘Obi-Wan Kenobi,’ Part 3 Breakdown: Something Wicked This Way Comes

At the series’ midpoint, what’s old in ‘Star Wars’ is new again, as Obi-Wan’s anticipated showdown with Darth Vader arrives, and the Jedi who will one day teach Luke to control his fear can’t contain his own

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Spoiler warning

In a scene emblazoned on every Star Wars fan’s mind, the once and future Anakin Skywalker stalks through a shadowy mining facility, playing a deadly game of cat and mouse with an overmatched Jedi he’s hunted and lured out of hiding. The Jedi feints and flees, and the man in black follows. Equipment topples, steam hisses, and amid the darkness, blue blade meets red. Inexorably, the Sith Lord forces the Jedi to retreat until he’s injured and trapped. “There is no escape,” Darth Vader rumbles, after cornering his quarry.

This week, what’s 42 years old is new again, as history repeats itself—and the past foreshadows the future—on the third episode of Obi-Wan Kenobi, the completion of which marks the midway point of the miniseries. This time, the mining facility is on Mapuzo, not Bespin, and the quarry isn’t Luke Skywalker, but the man who will one day train him. “You cannot run,” Vader booms. But Kenobi does run—and, like Luke before him (and, eventually, after him), he escapes after all. Not that his surviving this sequence was ever in doubt. That red blade is going to get him, but not for another nine years.

If there’s a repeating pattern in Disney’s Star Wars screen projects—other than reluctant dads bonding with their young charges—it’s original trilogy characters coming back in less capable forms. In the sequel trilogy, Luke has lost his hope and faith; Leia has lost her political power and military allies; and Han has lost his rank and his ship. (Leia and Han have also lost each other, and their son.) In The Book of Boba Fett, the fearsome bounty hunter has lost his armor and his ship. Obi-Wan Kenobi’s central legacy characters are also underpowered compared to their respective peaks. The TV version of Leia is 10 years old, and Obi-Wan is 10 years older than he was in Episode III. As Vader observes (not for the last time), those years have made Obi-Wan weak, not so much because of how much time has passed, but because of how he’s passed it.

By stripping away the powers those familiar figures possessed, the modern makers of Star Wars enable those iconic but broken-down characters to be sacrificed or built back up again, paving the path for new heroes—or, failing that, new journeys for old heroes (or whatever Fett and his muddled, not-quite Campbellian journey were intended to be before Mando hijacked his series). As a consequence, scenes of old favorites fully strutting their stuff have been few and far between (give or take a second-season set piece). That’s certainly true of the titular lead of Obi-Wan Kenobi, who prefers not to go by that name. With the civilized age at an end, he’s quicker to reach for the blaster at his side than he is the ancient weapon. And when he finally draws the dormant, long-buried blade, the skilled, self-possessed swordsman who outdueled Darth Maul, General Grievous, and even Anakin Skywalker looks like an out-of-practice Padawan who’s in over his head.

“Obi-Wan has taught you well,” Vader told Luke during their showdown in The Empire Strikes Back. “You have controlled your fear.” When Vader meets his old master for the first time in 10 years on Obi-Wan Kenobi, though, the man who’ll teach Luke to control his fear can’t control his own. “Have you ever been afraid of the dark?” Obi-Wan asks Leia in an early scene. He’s about to encounter the kind of monster that makes the dark so scary.


When the third chapter starts, Leia and Obi-Wan—who still can’t talk to Qui-Gon’s ghost—are en route to Mapuzo on the transport Haja Estree gave them the keys to last week. Meanwhile, on Mustafar, Vader gets an update from Reva about the Inquisitors’ pursuit of Obi-Wan. The Grand Inquisitor seemingly hasn’t made a miraculous recovery from being sabered by the Third Sister in Chapter 2, but Vader doesn’t care; he only has lenses for Obi-Wan.* We still don’t know the nature of the relationship between Reva and Vader, or the provenance of her knowledge of Vader’s identity, but she has his hologram frequency, and she’s not afraid to go over the head of aspiring Grand Inquisitor Fifth Brother to dial Vader directly. The dark lord, we learn, has been watching her career with great interest. “I know what it is you seek,” he says. “Prove yourself, and the position of Grand Inquisitor is yours.” She doesn’t answer; are her sights set even higher than that?

*It still seems highly unlikely that the Grand Inquisitor would die so unceremoniously, or—in light of a very similar-looking Grand Inquisitor’s prominent presence in Rebels—die at all. Did Rupert Friend really sign up to get got like that? I see how Reva could pass off her superior’s wound as Obi-Wan’s doing—Inquisitor CSI can’t do lightsaber ballistics if one cauterized hole looks like any other—but I’ll have a hard time buying it until the body is cremated on Coruscant. And maybe not even then; the dark side of the Force is a pathway to many abilities some consider to be unnatural, and I’ve seen Maul, Vader, and Fennec Shand survive worse wounds, the last of those with Outer Rim medical care. Reva’s comeuppance must be coming, though there’s no shortage of candidates to deliver it.

While Reva heads for the Fortress Inquisitorius on the watery moon of Nur in the Mustafar system, Vader waits on Mustafar itself—the site of his greatest defeat, and now his headquarters, having requested the planet from Emperor Palpatine five years before. He broods in the brand-new Fortress Vader, where he hones his rage and his skills, including the commanding “stare out the window” stance we’ve seen him employ to great effect when he’s brooding on the bridge of a Star Destroyer instead.

Hayden Christensen is inside the suit, competently coached by a “Vader movement specialist.” But the voice of Vader, from a certain point of view, is still James Earl Jones, who’s reprising his original trilogy role for the first time since his brief vocal cameo in The Rise of Skywalker—and, before that, his more extensive voicework in the Rebels Season 2 finale and in Rogue One, both of which appeared in 2016. Jones’s Vader sounded noticeably different in Rebels and Rogue One than he had in Empire or Return of the Jedi, which many fans chalked up to the fact that Jones was 85. He’s 91 now, yet Vader sounds a lot like his old, menacing self again. Either Jones has found the fountain of youth, or Lucasfilm’s digital de-aging/deepfaking technology works better on voices than faces (and better on Vader’s voice than on Luke’s in Book of Boba). Respeecher is credited for “voice conversion services,” which seems to settle that question, but even in synthesized form, it’s the best kind of chilling to hear Jones again.

Taking a trade route to Mapuzo gives Obi-Wan time to treat Leia (and a reactivated Lola) to a version of the birds, bees, and midi-chlorians talk he’ll one day deliver to Luke—though Leia, at least, has heard of the Force, which allows Obi-Wan to skip the bit about the energy field that binds the galaxy together. Leia wants to know what the Force feels like, and Obi-Wan likens it to the sense of safety that suffuses someone who turns on a light after fearing the dark. The implication is that Obi-Wan, who’s cut himself off from the Force while in hiding, hasn’t felt safe or unafraid for a decade. Nor can he let his guard down on Mapuzo, where he knows not what awaits them: enemies, allies, or, as it seems at first, no one at all. No one, that is, except a vision of Anakin, which haunts him from a distance with an accusing stare. (Congrats to Christensen for avoiding the Vader suit and/or prosthetics for at least one of his scenes.)


On Nur, Reva lays down the law, declares that Vader has deputized her as the leader of the Obi-Wan Inquisitor task force, and orders that probes be dispatched to Kenobi’s possible locations. Fifth Brother grunts, growls, and flounces off to journal about how much he hates Third Sister for the umpteenth time. Ah, sibling rivalries. Obi-Wan vs. Vader is the main event here, so it’s tough to get invested in intra-Inquisitor rivalries, and the series is running out of runway to make the Inquisitors click as compelling stand-alone foes.

No one is waiting for Obi-Wan and Leia at the rendezvous point on Mapuzo, so they set off across the mining-scoured, Lorax-like countryside, semi-prepared to pose as farmer father Orden and daughter Luma from the planet Tawl. (“We were going on a trip, and we got a little lost in this field,” is Leia’s off-the-cuff, unconvincing cover story.) Against Obi-Wan’s wishes, they hitch a ride with Freck, a native driver who says he’s headed for the spaceport. (Freck seems to be voiced by Zach Braff, in a role that must have made Braff’s bestie Donald Faison—a Star Wars superfan and prequel supporter who had to settle for a role on Resistance—jealous.) Leia’s insistence on boarding Freck’s transport continues a conflict that started on Daiyu. Obi-Wan is hesitant to trust anyone—“People are not all good, Leia,” he snaps, speaking from experience—whereas the coddled princess, who hasn’t dealt with worse than a snooty cousin, is more inclined to feel the good, kidnapping notwithstanding. Only Sith deal in absolutes, so the characters they’ve come across aren’t all good or all bad: Haja helped them despite his deceptions, but the seemingly friendly Freck is an Imperial loyalist who’s liable to turn them in.

Freck waits for the transport to reach a checkpoint, though, which affords the two travelers some time to get to know each other. After Freck picks up a stormtrooper patrol, one of the troopers presses Obi-Wan on what brought him and Leia to Mapuzo, which doesn’t seem like a hot tourist destination. “That’s a long story,” says Obi-Wan; “It’s a long way,” the trooper perplexingly responds, a little more than a minute before reaching his destination. Obi-Wan almost blows their flimsy cover when he calls Leia by her real name, but he recovers by claiming that Leia was the name of her mother, whom he sees when he looks at Leia/Luma’s face. The story is fake, but the sentiment is sincere, and Leia intuits that Obi-Wan knew her mother, which prompts Obi-Wan to share his fragmentary memories of his family. (Evidently Obi, who lost a brother from another mother in Anakin, lost a biological bro to boot—like Leia!—and no, it’s not Owen. Let the theorizing about Obi-Two begin.)

When they get to the checkpoint, the jig is up: Freck tells his buckethead buddies to check them out, and they summon a probe droid to check Obi-Wan’s identity. Just as it finishes scanning his face and confirming that he’s the wanted Jedi, he pulls a blaster and takes out the troopers, boasting better aim than he showed on Daiyu. (To the trooper who got cut in half by the energy barrier: I hear they’re doing great things with robot legs these days.) Just as the coast seems to be clear, another transport rolls up and disgorges a few troopers, backed up by an Imperial officer. As Obi-Wan weighs surrender or a second skirmish, a few blaster shots ring out and take down the troopers. They were fired by the officer, a double agent named Tala Durith (played by Indira Varma, best known as Game of Thrones’s Ellaria I-Hate-Sand). She’s the overdue emissary from the group Haja referred the fugitives to. Tala takes them to a safe house guarded by a Baymax-esque loading droid named NED-B, but Vader and the Inquisitors, tipped off by the probe droid, are already on their way.

At the safe house, we learn that Tala—who had an “Uh-oh, my bosses are evil” epiphany after joining up with the Empire—is a conductor on an Underground Railroad–esque escape route known as “The Path,” which was designed by unknown, proto-Rebel operatives to ferry Force sensitives out of the Empire’s clutches and onto another remote mining planet, Jabiim. There, the Jedi and other high-midi-chlorian-count kids are given new identities and dispersed to parts unknown, saving them from being harvested by the Inquisitors. The walls in the secret room are covered with etchings by those who’ve passed through—most notably, Quinlan Vos, an Order 66 survivor whom I mentioned as a potential crossover character in my series preview. (Some signatures also seem to be shout-outs to obscure Purge survivors who originated in the old Expanded Universe.)

Vos, along with Kanan Jarrus and Cal Kestis, is one of the few notable ex-Jedi not named Yoda, Obi-Wan, or Ahsoka who’s still at large at this point in the timeline. A fan favorite (and George Lucas favorite) from both the old and current continuities, Vos was retconned into the background of The Phantom Menace, was mentioned (by Obi-Wan) in Revenge of the Sith, and teams up with Obi-Wan in “Hunt for Ziro,” a Season 3 episode of The Clone Wars. (He also appears or is mentioned in various books and comics.) Vos, who took Aayla Secura as his Padawan, doesn’t dress or act like a typical Jedi, and he briefly embraced the dark side while hooking up (in more ways than one) with Asajj Ventress on a mission to assassinate Count Dooku.

Vos spent long enough at this waypoint on the Path to carve more than his name: “Only when the eyes are closed can you truly see.” When Leia asks, “See what?,” Obi-Wan answers, “The Way.”* Is that the Way Din Djarin follows? Is it a reference to Vos’s power of psychometry, which allows him to sense the memories of others by touching objects they used? Could it be a tip that Obi-Wan will use to get past the blockage that’s kept him from communing with Qui-Gon? If Vos doesn’t appear in the remainder of the miniseries, I smell a spinoff, an Andor crossover episode, or maybe a Mandalorian flashback scene in his future. (Tala could be ticketed for an Andor role too.) Vos helps smuggle younglings to safety; perhaps Grogu was one of them.

*Tala calls “Ben” Obi-Wan just out of Leia’s earshot, which marks the third time that Leia has just missed out on hearing or reading his real name, thereby (barely) preserving the possibility that she hasn’t made the Ben/Obi-Wan connection when she sends him a somewhat impersonal-sounding message in Episode IV. Between failing to notice Obi-Wan’s name on the bounty hunter’s holo in Episode 2 and asking Obi-Wan what Vos’s wall inscription says this week, I’m starting to wonder whether the Alderaanian royal tutors taught her Aurebesh. Seems like something a senator should know! (Side note: It seems strange to have monarchs also serving as senators, à la Padmé and, later, Leia, but because they’re real leaders, not House of Windsor–style figureheads, maybe it makes sense for them to represent their planets.)

But Vos isn’t here to help now, and Obi-Wan’s in trouble: A pilot is waiting to take him and Leia off planet, but Vader has landed. Obi-Wan doesn’t need to see the Sith lord f.k.a. Anakin to know he’s in the vicinity; as soon as Vader draws near, he recognizes the foul Force-stench of a presence he’s not felt since Mustafar, and the proof of life leaves him reeling.

Vader’s grand entrance rivals the ways he stepped onto the stage in Episode IV and Rogue One. He advances up the street until he, too, freezes, having caught a whiff of Obi-Wan through the Force. (For Tala’s and Leia’s sakes, we hope it’s just through the Force; as Teeka told us last week, Obi-Wan reeked when he was on Tatooine.) Whereas Obi-Wan reacted to his ex-Padawan’s presence by keeping still and silent, Vader starts slaughtering innocent bystanders, including a kid whose neck he casually breaks—partly to lure Obi-Wan out of hiding, and partly for the fun of it. He’s feeding on their fear. If Obi-Wan harbored any hope that the new Darth Vader would be different from the model that murdered younglings, it’s dashed by this display. Ahsoka will one day know the feeling.

Tala takes Leia toward the ship, while Obi-Wan stays behind to draw Vader away. But Vader outmaneuvers him and parks himself in his path, on one of the suspiciously confined and flat foreground regions that (on this series more so than The Mandalorian) sometimes spoil the illusion of a real landscape extending into the distance. Obi-Wan, scared out of his wits or doing a damn good impression of it, meets Vader face to helmet for the first time since the former had the high ground. Neither has the high ground here. Vader ignites his blade and extends it at an angle, daring Obi-Wan to pass. Obi-Wan draws his own saber, fumbles with it, and thinks better of activating it, opting instead to scamper away as if he’s practicing for his future Death Star stealth run.

He doesn’t get far: In classic nightmare-figure fashion, Vader is as unshakable as a TIE fighter on Biggs Darklighter’s six, his labored breathing seeming to emanate from everywhere at once. At last, Obi-Wan turns on his blade, but the light it supplies doesn’t dispel his fear. “What have you become?,” a deeply disturbed Obi-Wan asks when he gets a good look at his past apprentice, breaking his horrified silence. “I am what you made me,” Vader says, a response that’s all the more sickening because it’s largely true. Obi-Wan bears as much responsibility as anyone for confining the former Anakin Skywalker to his metal prison, first by failing to arrest his descent to the dark side, and then by slicing him up and leaving him to simmer on Mustafar. Obi-Wan says nothing; he knows it to be true.

As Obi-Wan dashes off again—pursued slowly but deliberately by Vader, who’s not nimble in his cumbersome suit and must also adhere to the strict, universal, on-screen speed limit for ominous villains—Reva discovers the secret tunnel to the spaceport, after first staring meaningfully at a Jedi symbol scratched into the wall. (I feel the conflict within you, let go of your hate.) Somewhere inside that tunnel, Leia persuades Tala to turn back to help Obi-Wan while Leia proceeds to the spaceport.

That brings us back to Obi-Wan, who—after barely blocking Vader’s blows with his own blade, which he wields with what looks like less feel for technique than Finn fighting Kylo Ren—finds himself with his back to a wall. Obi-Wan told Leia that Bail’s efforts to improve the Empire seemed like a losing battle; so does Obi-Wan’s clash with the Emperor’s enforcer. “You should’ve killed me when you had the chance,” Vader says, which is tough to argue unless you’re taking the really long view on the “chosen one” prophecy. This isn’t a duel that’s fit to be scored with “Duel of the Fates” or “Battle of the Heroes.” It’s a series of hacks, slashes, and blocks by a desperate, faltering target against a predator who appears to be toying with his prey. Hunting Jedi to the ends of the galaxy has made Vader even more formidable than he was in Episode III, but carving up pieces of neebray and saving them in an eopie bag hasn’t kept Kenobi in comparable fighting form; this Obi-Wan is weaker than Vader could have possibly imagined. Disney-era Lucasfilm may have nerfed the good guys from the original trilogy, often for the better, but it buffed Vader. Whatever else changes in Star Wars, we can always count on Vader to be badass. If this is but the learner, you do not want to meet the master.


Finally, Vader overturns a container of some flammable matter (maybe Vintrium, Mapuzo’s mineable commodity). Then, with no more sign of exertion than he displays when lifting Captain Antilles, Vader levitates Obi-Wan into the air, disarms him, uses his own saber to set fire to the fuel, and tosses Kenobi onto the grill. “Now you will suffer, Obi-Wan,” he says, Force-pressing him into the flames. “Your pain has just begun.” Vader has dreamed about this payback before; Mapuzo isn’t Mustafar, but it’ll do for now.

Although Obi-Wan’s pain—the physical kind—has just begun, it’s also about to end, at least for now. Vader Force-extinguishes the fire and orders his troopers to retrieve Kenobi’s body, but just in time, Tala and NED-B arrive on the scene. The former takes down a trooper and blasts a machine that causes an even greater conflagration, while the latter makes away with Obi-Wan. For inscrutable reasons, Vader lets them go, making no attempt to put out the fire again. Maybe he wants to prolong his former master’s suffering; maybe he’s hoping to expose the rest of the resistance network; maybe he’s hoping Obi-Wan will rally and provide more of a challenge in a future faceoff. (About five years before this, Vader requested that Tarkin put together a team to hunt him, just because he was bored in the absence of any talented Jedi to duel.) Or maybe he read the scripts and realized there were three episodes left.

Whatever Vader’s reasons, the heat is off Obi-Wan for now. But the same can’t be said for his preteen princess companion. However improbably, Leia’s little legs can outrun a lot—including mercenaries and Obi-Wan, at least for a while—but they can’t outrun Reva, who’s waiting for Leia in the tunnel to the spaceport, the pilot’s lifeless body behind her. Unless Reva’s long look at and tentative reach toward that Jedi crest spurred a change of heart (unlikely as that sounds), Obi-Wan may have to mount another rescue mission, perhaps with the help of the allies Leia convinced him to trust. The question is whether three episodes is enough time for a training montage that can put the pep in Obi-Wan’s step and make Vader vs. Kenobi back into a fair fight.

We’ve been here before in recent Star Wars series, but when Grogu and Omega got captured, we weren’t certain they’d survive. Well, we were, but only because we strongly suspected Disney wouldn’t kill those characters, not because we’d already seen how their stories ended. There’s no way for Obi-Wan to maintain that type of suspense; always set in stone is the future of every core character except Reva. More so than any Star Wars series before it, Obi-Wan Kenobi is about the journey, not the destination; we know where this story is headed, and we’ve seen some of these beats before. But as long as the journey includes lightsabers, Ewan McGregor, and Darth Vader, most of the series’ record crowd won’t regret being on board.