Warning! Spoilers ahead for Andor episode 5.

Following on from last week’s episode, the latest installment of Andor offers more extensive heist planning without getting to the actual heist. But the characters are so compelling that Deputy Inspector Syril Karn spending a whole episode with his mother while on leave doesn’t feel like a waste of time. It deepens the character and his motivations. After seeing how ruthless his mom is, it’s no wonder that he’s taking all that anger out on Cassian. There’s no action this week, just like last week, but Andor isn’t an action-driven show. It doesn’t feel like it’s postponing the payoffs; it’s just taking longer to build to them. The series is finding its groove, exploring this unseen chapter of the timeline against the backdrop of Imperial rule.

Written by Dan Gilroy, brother of showrunner Tony Gilroy and writer-director of such fiercely original thrillers as Nightcrawler and Velvet Buzzsaw, “The Axe Forgets” sees Cassian inching closer and closer toward becoming the diehard Rebel operative that fans saw in Rogue One. As the band of outlaws discuss their plan with him, he realizes he’s not just a spare pair of hands; they need his expertise. They know how to get into the base and how to fly the stolen ship out of there, but they don’t know how to get it off the runway – and that’s where Cassian comes in.

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Last week, Cassian was just helping these spies for a payoff. This week, he’s still telling himself that he’s just in it for the money, but he’s quickly becoming endeared to his new allies and sympathizing with their fight against the Empire. Andor is charting the character arc that was teased for Finn but ultimately never came to fruition in the sequel trilogy. Cassian is a mercenary who only looks out for himself (and, to an extent, his missing sister). As he learns more and more about the Rebels’ mission, he gradually resigns to a cause much bigger than himself.

Syril Karn looking at a hologram of Cassian in Andor episode 5

Diego Luna is still anchoring the series with a powerful lead performance as the titular thief-turned-spy. Ebon Moss-Bachrach, best known for his work in Girls, The Bear, and The Punisher, gives a standout supporting turn as Arvel Skeen, an abrasive Rebel who doesn’t trust Cassian, while Denise Gough and Faye Marsay continue to impress with their gruff, stern-faced portrayals of two sides of the same coin: ISB supervisor Dedra Meero and Rebel leader Vel Sartha, respectively. After nearly two decades of being relegated to cameos in Revenge of the Sith and Rogue One, Genevieve O’Reilly finally gets to do some real acting in a Star Wars project as Mon Mothma balances her responsibilities as an Imperial Senator, her secret work with the Rebel Alliance, and her dysfunctional family life.

One of the things that makes Andor feel like such a breath of fresh air is that it doesn’t rely on fan service. Legacy characters like Mon Mothma only have a role because they’re crucial to the story, not to pander to the fan base. There are a handful of Star Wars Easter eggs here and there – Karn’s mother pours blue milk over his cereal and Meero’s underling makes offhand references to familiar galactic settings like Jakku and Kessel – but these Easter eggs are just the cherry on top; they’re not the whole ice cream sundae. The series is forging its own narrative identity with brand-new characters traversing never-before-seen planets. Nods to the wider Star Wars lore aren’t there as an overt wink to fans; they’re simply there to place the story in a galaxy far, far away.

Director Susanna White brings the same grimy old-school aesthetic and practical effects to this episode that have helped to distance the previous installments from Disney’s other VFX-laden Star Wars shows. Handheld cameras felt out of place in Obi-Wan Kenobi, but the shaky cam works wonders in this gritty spy thriller. There’s also a great match cut from Imperial officers marching through a village to Rebel spies practicing their Imperial march ahead of the heist. Coruscant has never looked more beautiful; the city lights rolling past are reflected in the window as Mon Mothma forlornly looks out at the sprawling neon-drenched metropolis from the comfort of her chauffeured flying car.

Cassian on a mountain with Rebels in Andor episode 5

In keeping with the tone set by his brother in the show’s early episodes, Gilroy’s script continues to explore the gray areas on both sides of the conflict. Andor doesn’t depict the Rebels as straightforward good guys or the Empire as straightforward bad guys. When Cassian asks why Imperial turncoat Lieutenant Gorn is helping them, Vel Sartha explains that he lost the love of his life, then lost his interest in the Empire. She pointedly sums up the series’ refreshing departure from traditional heroes and villains: “Everyone has their own rebellion.”

The first season of Andor seems to be structured in three-episode chunks. The triple premiere worked its way up to a thrilling speeder chase as Luthen Rael made a triumphant appearance to save Cassian from being captured by the Empire. Last week’s episode and this one have been laying out the Rebels’ plan to steal a ship and establishing the stakes of the robbery before, hopefully, paying it off next week. Star Wars fans looking for action might be getting antsy in anticipation of more combat and spectacle, but based on the razor-sharp execution of the series so far, next week’s daring Imperial heist will surely live up to two episodes’ worth of setup.

Andor streams new episodes every Wednesday on Disney+.

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