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‘Star Wars Rebels’ “Twilight of the Apprentice” Season 2 Finale Recap & Review

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Oh. My. Word. That’s pretty much all that was going through my head after watching “Twilight of the Apprentice.” Oh. My. Word.


We open in hyperspace as Kanan, Ezra, and Ahsoka approach the planet Malachor. They are discussing the planet and Kanan and Ahsoka tell Ezra that it has always been off limits to the Jedi. Old legends always kept them away, but there must be something hidden there somewhere or Yoda would not have told them to go.


When they come out of hyperspace, they approach a cloudy, grey planet. As they enter its atmosphere, Chopper radios down to them that he’s picking up a signal from another ship. Kanan tells him to track it. They need to know who else would want to come here. They follow the signal and arrive at a smooth crater with massive columns. The other ship is nowhere to be seen, but it has to be there somewhere.

They exit the Phantom to inspect the columns. They seem to have writing on them, but it’s in an ancient language that they can’t read. Ahsoka tries to make it out, but as she reads Ezra seems to go into a momentary trance and reaches out to touch one of the columns. As he does, the ground beneath them gives way, which sends them falling into a deep chasm. When the trio hit the bottom of the cave they pick themselves up and look around. Far ahead of them is a Sith temple!


They decide that whatever they’re looking for must be in that temple, so they start walking. Kanan calls Chopper and tells him to keep looking for the other ship. He thinks that they are probably not alone down here. Ezra asks what they think they’ll find, and Ahsoka tell him that they’re probably looking for forbidden knowledge: “To defeat your enemy, you have to understand them.” As they walk a shadowy figure follows them from a distance.

Soon they come upon what looks like an ancient battlefield. There are what appear to be hundreds of bodies frozen in stone, as well as lightsabers on the ground, including one made with an ancient crossguard design!


Ahsoka tells them that it looks like, thousands of years ago, Jedi knights attacked the temple. And from the looks of it, no one won the battle.

Suddenly they are ambushed by an Inquisitor! This time it is not the Fifth Brother, nor the Seventh Sister, but a new one, and he’s using his twin bladed lightsaber as a helicopter! He sends some explosives in their direction, cracking open the ground, which sends Ezra falling out of sight. He yells up that he’ll catch up to them and Kanan and Ahsoka give chase, as the Inquisitor flies away with his lightsaber.

As he picks himself up, Ezra hears a creaky voice call to him out of the darkness. An old man in a hooded cloak, hobbling along with a cane tells him that he is the first person he’s seen in years. He tells him that his ship crashed on Malachor years ago, and he’s been there alone ever since. He tells Ezra that he knows why he’s there. He came for the same reason: knowledge. He knows how to get into the temple, but he can’t do it alone as he’s too old and weak. Ezra asks him what’s inside, and the old man replies cryptically, “Help me and find out.”


Ezra follows the old man, who gestures to him to walk in front of him. “You first,” Ezra tells him. The old man asks him if he doesn’t trust him. “I don’t know you,” Ezra replies. “Well let’s change that,” the old man tells him.

“Call me Old Master. And you?”

“Call me Jabba,” Ezra carefully tells him.

As they pursue the Inquisitor, Kanan remarks to Ahsoka that he’s never had an Inquisitor run from him before. He says that the Inquisitor seemed surprised to see him, and he doesn’t think he was there for them. “Then who is he tracking?” Ahsoka asks. Suddenly they are interrupted by Chopper, who tells them that he has located the ship. Kanan tells him to find it, and they’ll track his signal and meet him there. Chopper reluctantly leaves the Phantom, and flies down into the chasm they all fell into earlier.

As they walk, the old man tells Ezra that he is right to be worried about his friends. The Inquisitor is very powerful. He tells him that the Inquisitor is his enemy, all Inquisitors are. Ezra asks him if he was a Jedi. The old man tells him no, but long ago he was a Force wielder. “Then you’re a Sith!” Ezra cries. “A Sith?” the old man asks. “The Sith took everything from me,” Ezra says. He tells him that the Sith stole him from his mother, murdered his brother, used him as a weapon, and cast him aside. Ezra tells him that he knows how he feels. The Empire took his home and his parents. The old man tells him that the temple has the knowledge they both need, the secret to destroying the Sith, and he will share this knowledge with him.

Elsewhere in the cavern, Chopper found the ship he was looking for. As he lands on top of it, a lightsaber flies out of the darkness and barely misses him. He ducks inside as the Inquisitor runs to the ship shouting at him. Just then Kanan and Ahsoka arrive, distracting him long enough for Chopper to power up the ship and shoot him down. He tries to get up, but Kanan and Ahsoka are already on him. He’s not going anywhere.


As they approach the temple, the old man tells Ezra that they can only get into the temple if two people lift the stone together. Two, no more, no less. That is the way of the Sith. Ezra suspiciously wonders why he knows so much about the Sith. The old man tells him basically the same thing Ahsoka said earlier, “To defeat your enemy, you have to know your enemy.” But he adds something that Ahsoka would never say, “Even practice their beliefs.” Ezra tells him that his master wouldn’t agree approve of that last part, and the old man tells, “Then he is doomed to fail.”

The two together try to lift the stone, but Ezra tells him that it’s too heavy. The old man tells him to use his anger. He tells him that his anger is a wellspring, he just needs to tap into it. Ezra tries again, this time more determined, and the stone lifts into the air. The enter the temple to find a dead end. The old man tells Ezra to release the stone behind him, and the open the next wall, and the next. “How many of these things are there?” Ezra asks.

After they’ve gone through the last wall, Ezra collapses. The old man kneels next to him and tells him that unless he takes risks, does what needs to be done, there will always be limits to his abilities. “Seize the knowledge,” he tells him.

“Seize the power, do not to become like me, Jabba.”

As he helps him to his feet, Ezra tells him that his real name is actually Ezra, not Jabba. “Real name?” the old man asks.

“Yes. I once had a real name, so long ago. I… don’t remember.”

He removes his hood revealing black and red striped skin, yellow eyes, and a crown of horns growing from his head. “Now,” he says, “now I am called, Maul.”


Back at the Inquisitor’s ship, Ahsoka and Kanan try to question the Inquisitor, but not to much avail. He tells them that he was hunting. They press him for more, but all he will say was that he is hunting a shadow.

As they come to the center of the temple, Ezra and Maul find themselves at a sharp drop-off. In the center of a giant room with no floor around it is a Sith holocron, but with no way to get to it. “Throw me,” Ezra tells him.

“I’ll jump, and you use the Force to throw me. My master and I do it all the time.”

His plan works perfectly, but when he grabs the holocron, the whole temple, even the cavern surrounding it begin to shake.

Down below, Kanan, Ahsoka, and the Inquisitor watch as the temple lights up and slides apart. As they are temporarily distracted, the Inquisitor, who is handcuffed, pushes a button on his wrist. Ahsoka tells Kanan that they need to find Ezra, and Kanan tells Chopper to get back to the Phantom and get ready to leave. As Chopper flies away, they get the Inquisitor to his feet and they all run toward the temple.

Inside the temple the small platform holding the holocron begins to rise into the air. Maul calls for Ezra to jump, and to trust him. Ezra jumps off the rising platform while Maul reaches out with the Force. He misses the ledge, but Maul slowly pulls him toward him and grabs onto the holocron. They stay frozen for a brief moment, long enough for Ezra to become fearful, before Maul pulls him to safety and tells Ezra there was nothing to fear. He was wise to trust him.


Down below Chopper calls Kanan and tells him that they have company. The Inquisitor begins laughing at them, and suddenly the Fifth Brother and the Seventh Sister descend from above, helicoptering in on their lightsabers. As the Fifth Brother engages Kanan and Ahsoka, the Seventh Sister frees the other Inquisitor, and they all begin to battle.

As they leave the temple, Ezra looks at the holocron and asks how to open it. “One must be a Sith,” Maul tells him, “Or think like one. But it has other uses.” He takes the holocron and pushes it into a triangular shaped hole. He tells him that Sith holocrons are keys that open many doors. As he hands the holocron back to Ezra the door opens to reveal the brawl happening outside.

Ezra runs out of the temple. “Kanan! Ahsoka!” he yells, “I brought help!” Ahsoka turns around. “Maul!” she says in surprise. “The Shadow!” the Inquisitor exclaims. “What fun!” Maul exclaims.

“What fun!”

“So, the rumors are true,” the Seventh Sister says. “Darth Maul lives.”

“Formerly Darth,” he replies. “Now just Maul.”

“Ezra, step away from him!” Kanan orders. Ezra tries to explain that he’s on their side, but Maul decides to just prove it, and pulls off the end of his cane, revealing a double bladed lightsaber. He leaps into the fray, attacking all three Inquisitors at once.


As the others join him and they are locked in a standstill, the Inquisitor asks Maul if he has the holocron. “You will find out soon enough,” he tells him ominously. “Fall back!” the Seventh Sister shouts, and the three Inquisitors take off into the air on the lightsabers.

As the Inquisitors disappear into the cavern, Ahsoka asks Maul what game he is playing. He tells her that he is the enemy of her enemy and he has his own reasons for wanting the Empire to fall, but they have little time. The one they call Vader will be there soon, he won’t be able to resist the four of them. Kanan tells him that he’s not convinced that they’re all on the same side, but Ezra insists that they trust him. He helped him get the holocron and that’s what they came for, knowledge. Ahsoka tells him that there’s no way that a Jedi can unlock a holocron, but Maul tells them they can still use it to unlock the temple. At the top is a chamber, if they insert the holocron it will unlock the knowledge they seek.

Ahsoka asks Maul why he’s trying to keep them there, and he replies that he cannot defeat Vader alone. He asks them why they would give up this chance to defeat the enemies who slaughter their friends. After a moment Kanan reluctantly calls Chopper to tell him they’ll be there awhile longer, to keep the ship out of sight, and to warn them if any other ships approach. As Maul leads the way, we see that they are being watched by one of the Seventh Sister’s probe droids.

The droid replays their entire conversation to the Inquisitors and, when it’s finished, the new Inquisitor declares that he will reclaim it. As the Fifth Brother is about to join him, the Seventh Sister stops him. She tells him to wait until he has thinned them out, so that they can retrieve Vader’s prize.


As they approach the temple, Maul brings down a platform big enough for two. As with most Sith things, they can only ride up in pairs. Kanan insists on riding with Ezra and asks Ahsoka if she’ll be okay riding up with grandpa. “I’ll be fine she replies.” Maul touches the wall, and the platform carries them up.

As they ride up, Kanan tells Ezra that Maul is using him. Ezra angrily asks him if he’ll ever let him think for himself. He tells him that Maul sees his potential, and he doesn’t. Kana tries to tell him that he’ll say anything to get what he wants, but just then the Inquisitor flies in and attacks them, knocking Kanan unconscious, and sending Ezra falling over the ledge, hanging on for dear life. “Give me the holocron!” the Inquisitor tells him, threatening his hand with a rotating blade on the hilt of his lightsaber. Just then Maul and Ahsoka appear, and with a Force push, Maul shoves the Inquisitor over the edge.

As the Inquisitor escapes on his helicopter lightsaber, Maul suggests that they split up, that way the Inquisitors will have to divide their forces. Kanan refuses, but Ezra insists that he trust him, and he leaves with Maul. As they leave, Ahsoka reassures Kanan saying that he’ll be fine, because Kanan taught him.


As they ascend the temple, Maul tells Ezra that the Dark Side fights without mercy or remorse and if he is going to be victorious, then he needs to find the same strength within himself. Ezra seems doubtful, as Kanan has always said that fighting is to be a last resort, but Maul tells him that he was given his gift to use it. He asks Ezra if he can count on him, but at that moment the Seventh Sister appears and they spring into combat. At the same time, on the other side of the temple, Kanan and Ahsoka are attacked by the other two Inquisitors.

As they battle, Maul pauses to watch Ezra, and encourages him to let his pain and anger fuel him. Suddenly he raises his hand toward the Seventh Sister, using the Force to lift her from the ground. She suddenly looks terrified, and pleads with him, “No! No!” As she dangles helplessly in the air, Maul orders Ezra to finish her, right then and there, but Ezra can’t do it. The Seventh Sister looks momentarily victorious before Maul yells in frustration and throws his lightsaber through her suspended body, killing her instantly.


Her lifeless body drops to the ground, and Maul tells him that the next time he hesitates, it could cost him his life. His voice then softens, and he adds, “Or the lives of your friends,” and from the other side of the temple, we hear the sounds of the other’s battle. Maul tells him they need to hurry to their aid, and they take off running toward the top.

When they reach the top of the platform, they look down to the other side where Ahsoka and Kanan are locked in battle. As the watch, they hear a far away sound from outside the cavern, and the shadow of something passing over the small holes above. Ezra asks Maul what it is, but Maul tells him it’s nothing. He tells him to go alone to the top to activate the holocron, while he goes to help Kanan and Ahsoka. “I’ll meet you at the top,” Ezra says.

Maul leaps down the stairs and takes over the fight, Ahsoka and Kanan are momentarily taken aback, but jump right back in, Ahsoka knocking the lightsaber out of the Fifth Brother’s hand. The moment he is disarmed, Maul strikes, slashing across his body and presumably slicing him in half. The other Inquisitor, knowing his fighting is now useless, leaps off the side of the temple, activating his lightsaber. Unluckily for him, however, the lighsaber has been damaged in the fight, and instead of spinning into a helicopter blade it brakes into pieces and sends him plummeting to his death.


“Where’s Ezra?” Kanan asks Maul, who is looking up to the top of the temple. “You mean, my apprentice?” Maul asks him, turning around with an evil grin on his face. Ahsoka and Kanan look at each other in horror, and Maul takes advantage of their distraction, leaping toward them and slashing Kanan directly in the eyes, blinding him. He’s about to deal him a death blow, but Ahsoka leaps between them, blocking his blade. “My apprentice is activating the temple,” Maul tells her victoriously. “Or, more precisely, this battle station! Which I shall use to exact my revenge, on all my enemies!”

At the top of the temple Ezra removes the holocron from his bag, and holds it out. It floats out of his hand and levitates into place between two pillars, electricity arcing all around. From the holocron a disembodied voice asked his name. When he tells the voice his name is Ezra and that he seeks knowledge, the voice asks him if he knows what knowledge is. “Tell me,” Ezra replies. “Knowledge, is power!” the vocie exclaims, and shoots out a burst of energy that radiates around the room and into a column. It rises high into the air, out of the temple, out of the cavern, out into the sky, and pierces the dark clouds above Malachor.

From below, Ahsoka and Maul, still fighting, see what is happening, and Maul shouts, “The power will be mine! Ezra will be mine!” As they fight, Kanan feels his way around until he comes to the body of one of the fallen Jedi Temple Guards. He takes off the mask, puts it on his own head, and follows the sounds of battle back to Ahsoka and Maul. Ahsoka sees him coming and leaps backward, telling Maul that he’ll have to deal with Kanan first. “Go get Ezra!” Kanan shouts to her, and she nods, running up the temple. “I will make this quick,” Maul taunts. “You had your chance,” Kanan replies.


Using only his hearing, Kanan blocks Maul’s swing, grabs his arm, and throws him off the side of the temple. As Kanan kneels to catch his breath, Chopper calls his com. Kanan tells him to come pick them up, but Chopper warns him that he’s just seen a Tie Fighter.

In the holocron room, the voice tells Ezra that it has been waiting for someone to claim the power to destroy life. Surprised, Ezra tells it that that is not what he wanted. The voice replies that perhaps the one who approaches would claim it instead. “Maul,” Ezra says, and runs out of the room, shouting for Kanan and Ahsoka. As he reaches the edge, a familiar Tie Fighter descends from above with a familiar silhouette standing on top of it, red lightsaber drawn: Darth Vader.


Vader leaps from his ship and Ezra draws his lightsaber. Vader declares that the power in the temple will soon serve the Empire, and Ezra tells him that he doesn’t fear him. The two begin dueling, but Ezra is almost instantly disarmed and his lightsaber destroyed. Suddenly Ahsoka appears, and Vader stops, turns around, and deactivates his lightsaber. “It was foretold that you would be here. Our long awaited meeting has come at last,” he says. Vader tells her that they needn’t be enemies. He knows that the Emperor will show her mercy if she tells him where the remaining Jedi can be found. Ahsoka tells him that there are no more, but it’s obvious that he doesn’t believe her. He turns back to Ezra.

“Perhaps this child will confess what you will not.”

Ahsoka tells him that she thought she knew who he was behind his mask, but it’s impossible. Her master could never be as vile as him. “Anakin Skywalker was weak,” Vader says. “I destroyed him.” Ahsoka glares at him.

“Then I will avenge his death.”

“Revenge is not the Jedi way,” Vader tells her. “I am no Jedi,” Ahsoka retorts and leaps towards him, blades drawn.


As they battle, Ezra realizes that he needs to get the holocron before Vader does. He tries to take it, but he is knocked over backwards. “It takes a master and an apprentice,” he hears. He looks behind him to see Chopper leading Kanan towards him. Ezra asks him why he’s wearing the mask, but Kanan tells him he’ll explain later, they need to get the holocron and get out of there. He tells Chopper to get the Phantom ready, and Ezra to help him to the holocron. Ezra realizes why he’s wearing the mask, but Kanan says they’ll worry about it later, and asks where Ahsoka is. “With Vader,” Ezra tells him.


Ezra leads him to the holocron, and together they remove it. When they do, the temple begins to collapse, the walls slowly coming back down to lock the holocron room. Chopper arrives in the Phantom, but as they try to escape Ezra can feel someone trying to Force-pull the holocron from his hand. It’s Vader. As he pulls Ezra toward him, Ahsoka leaps from behind him and chops off part of his mask. As Ezra yells for her to come to them on the ship, she hears Vader weakly calling to her. Without part of his mask she can still hear Anakin’s voice, and she tells him that she won’t leave him. Vader looks at her for a long moment, but finally tells her, “Then you will die,” and ignites his lightsaber. Ezra tries to run toward them, but Ahsoka Force-pushes him back to the ship as the wall comes down sealing them inside.


Kanan, Ezra, and Chopper take off in the Phantom and, as they leave the cavern, the entire temple explodes in a violent ball of energy. Ezra begins to cry, and Kanan pulls him into an embrace, telling him that there’s nothing they can do now. It’s over. They fly back to Atollon, to the rest of their team, where Hera and the others are shocked to learn what happened to them.


Back on Malachor we see that Maul managed to survive his fall from the temple, and escaped in one of the Inquisitor’s ships. Vader also survived. He slowly walks away from the rubble, breathing very heavily. Inside the ruins of the cavern we see that Ahsoka may have survived, as we get the briefest glimpse of what appears to be a Togruta disappearing into the blackness of a tunnel.

Back on board the Ghost, the crew solemnly goes back to work, while Kanan stands at the back, his eyes covered by a blindfold. In his room Ezra looks at the holocron and concentrates. As he glares into the camera, his eyes reflect the red glow and the holocron opens.



“Twilight of the Apprentice” was one of the most exciting, shocking, and game-changing episodes of Star Wars Rebels that I have ever seen. It also contained quite a few scenes that I would never have guessed that they would show on the Disney Channel! Yeah, it’s Disney XD, but I can’t imagine that its standards are that different. I have to give them props for everything that happened in this episode. It was terrible, and shocking, but it needed to be that way and to dumb it down because it’s a “kid’s show” would have completely cheapened it.

I think what surprised me the most was that they actually killed off the Seventh Sister. With how big a deal they made about getting Buffy herself, Sarah Michelle Gellar, to play her, I fully expected her to be a continuing threat throughout the rest of the series. To have her straight up murdered by Maul was jaw-dropping, and I was not expecting that in a million years. And then to have the Fifth Brother get killed too, as well as the brand new inquisitor, whose face we never even got to see? This episode was brutal!

And speaking of brutal, Kanan’s eyes! Yeah, they don’t actually show anything, but the fact that they had him get slashed in the eyes and blinded was yet another thing I was not prepared for. They really pulled no punches in this episode. I wonder how this will affect him in the seasons to come? Will this blindness be permanent? I assume so, I don’t think there’s any healing from a lightsaber to the eyes. As miraculous as bacta tanks have been shown to be in other Star Wars media, I don’t think they’ve ever been shown to regenerate body parts. Has there been technology created in the Star Wars universe to restore vision? Has there ever been a blind character in Star Wars before? I don’t think this is really something that has been explored too much, at least in the movies or on TV. I will be very interested to see where this leads.


Lets move on to another huge revelation: Darth Maul is still alive!? I’d heard rumors that he was coming back, but boy did he come back! And from the look of things, he’ll be back again! Maul has come so far from being sliced in half and dropped down a reactor shaft. He just doesn’t seem to be able to die. I have a feeling that when he is finally defeated, it’s going to be spectacular. This is just my own speculation, but I wonder if they won’t have Darth Vader do it. Wouldn’t that be awesome? An epic battle between the two coolest Sith ever. Only one could possibly win, and we know who that would be.


Now let’s talk about Ezra. Are they really going to have him embrace the Dark Side? Earlier this season I really didn’t see much point to Ezra’s character. For quite a lot of this series, he has felt, to me, like the token kid character. The one whose only purpose is to give children a character to identify with. That’s not always a bad thing, Ahsoka was the absolute best example of what could have been a token kid character. The depths to which her story was explored during Clone Wars made her so much more than that, and cemented her place as one of the greatest Star Wars characters of all time. At the beginning of Rebels, it felt like they were trying to replicate the success of Ahsoka with Ezra and it didn’t really feel like it was working that well. Until now! I am so totally on board with a darker Ezra! Even if he doesn’t go full Sith, I love that they are turning him toward the Dark Side! I’m sure it won’t be permanent (though what if it were!?), but the fact that they’re even toying with the idea makes me so excited to see what the future has in store for him!


Nothing made me more nervous than the fact that the episode was called “Twilight of the Apprentice.” I was so sure that this was the end of my favorite character; I was terrified that Darth Vader was going to kill Ahsoka before the end of the episode. Ahsoka’s presence this season was one of the best things about the show, and I was so afraid that that was going to be taken away. I am so glad that I was (probably) wrong. There is no official confirmation, but I’m pretty sure that Ahsoka is still alive. I could be wrong, but I’m pretty sure that it was Ahsoka that we saw disappearing into the darkness at the end. I hope I’m right.


Now, having seen the episode, I’m pretty sure that the title actually refers to Ezra, not Ahsoka. Ahsoka hasn’t been an apprentice for years, but Ezra still is. This fact was referred to many times in the episode, especially due to the fact that Maul wants Ezra to be his apprentice. Could the title be referring to his apparent descent to the Dark Side? Will he leave Kanan as his master? I guess only time will tell.

Final Thoughts

“Twilight of the Apprentice” was amazing. It had epic lightsaber battles, treachery, tragedy, and revelation. It was about as perfect an episode as we’ve ever had! I can’t wait to see what’s coming next season!


What did you think of this episode? What do you think is coming next for the Rebels?

Edited by: Hannah Wilkes

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About Jonathan North

Jonathan North is an advertising and design student at Iowa State University. He has been an animation fan since he was a kid watching Fantasia at his grandparents' house. He is a huge fan of animated television, and his current favorite series’ are Steven Universe and Adventure Time.
  • Rachel Wagner

    Wow you are a very good writer. Rereading your summary brought me back to the episode which was epic! Ahsoka and Vader amazing. Maul and Ezra I’m very intrigued by and Kanan getting blinded was intense. I loved this season and final and can’t wait to get it on bluray

  • Leah

    The interactions of Ahsoka and Vader had me ON THE EDGE OF MY SEAT!! and when she broke through his mask and we heard Anakin’s voice mixed with Vader’s…epic. It was so good. And Ahsoka is not dead. I refuse to believe it. Thanks for all your reviews. I can’t wait for season 3

    • Rachel Wagner

      I agree that was so epic!

  • aquapyro

    The best part was the music in the end. It feels very Empire Strikes back, but given its own flare. I believe that Ezra will become one of those Jedi who will learn Sith Techniques much like how Quinlan Vos and Mace Windu have. Like those 2 he is a more aggressive user of the force compared to the likes of Kanan.

  • I was also stunned by the ending of this finale which had a “burned bridges” sense that there were going to be permanent changes in the characters. Ahsoka is forced to accept the loss of her old master, Ezra loses some of his innocence to the Dark Side, and Kanan is physically wounded. The ending felt bittersweet and tragic similar to “Empire Strikes Back” but it shows how invested we are in these characters, especially Ezra’s surrogate family on the Ghost, and how excited we are to see them progress.

    As for the latter, I think Kanan will become stronger rather than hindered by his blindness. We saw him defeat Maul and he may continue to tap into the Force to guide him visually and spiritually. He has his own path to forge as a Jedi as much as Ezra, who has faced overwhelming temptation to the Dark Side. But as the show’s protagonist I hope Ezra will learn from his errors and regain control of the Force similar to Luke Skywalker in “Return of the Jedi”.