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Season 3 (and the first on HBO Max) of Pennyworth: The Origin of Batman’s Butler has come to an explosive end and it certainly leaves us wondering and hoping for a fourth season to see where Alfred and his friends go from here. A large chunk of the episode is told in flashback as we first see Alfie and Sandra running from a mob which quickly cuts to an ‘Earlier that day…’ card. So how did the pair end up in that predicament?
As we saw at the end of the previous episode, Francis went through with his plan to dose the whole of London with the Lullaby drug to free people’s minds, and it doesn’t take long before the drug takes effect. One of the deliveries was to Mr. Chadley at the Queen Anne’s but every time he tried to put some in his tea he’d be interrupted, and eventually he accidentally knocked the bottle onto the floor. The noise was annoying to Peg Sykes, who was still in the office with the baby awaiting Bet’s return — even though she didn’t know that technically Bet was dead and is now a PWE — but the main interruption was a call from Lucius at Level 7 calling in a mayday to Alfred through a homemade communication device.
Chadley called the Waynes’ house where Alfred, his mum and the Waynes were relaxing after their harrowing encounter with Virginia, and alerted Martha to Lucius’ mayday call. Thomas is still in the dark about Martha’s ‘secret agent’ work so she has to explain to him the military nature of the facility and how it is being used to find ways to weaponize the P-Dubs. Thomas voices his opinion that Lucius made a bad choice by breaking in to the facility and questions why he would do that. Martha doesn’t know but she does know something evil is transpiring at Level 7. Lucius wanted to find out the truth and … Martha sort of encouraged him. Again, Thomas questions the wisdom of these decisions. Martha has no choice now but to contact Prime Minister Aziz — who has just been served a cup of tea and milk — to get permission to enter Level 7, but Aziz reminds her that he has no say in that matter and the army and the government are extremely hostile at the moment. Martha tries to impress upon him that Lucius knows the truth about Level 7 and she fears for his life but without any evidence in their hands, Aziz can’t make a move on supposition alone. But … if some independent entity entered Level 7 without his knowledge or consent and established the facts that crimes were indeed being committed, then the police and the high courts would take the lead, not his office … which would not make him unhappy. Martha says she’s got his message loud and clear, at least she thinks she does, and he hopes she does too. And then … he enjoys his tea.
Martha believes Aziz has given her the greenlight to rescue Lucius using whatever means possible. She has a security pass to Level 6 so it shouldn’t be hard to get to 7 from there. Thomas is not happy about any of this, especially after what they just endured, and Alfred is taking Thomas’ side on this one. Martha tells them she has to do this because it’s her job, but Thomas argues that she’s also a wife and mother, part of a family that has just experienced serious trauma. She tells him she’s also a friend to Lucius and Thomas will be at home taking care of Sam. Thomas has had it and tells her to just go be a ‘fucking agent’ as he storms out of the room. She tries to stop him, saying she’s sorry but this is who she is. He says she’s a little crazy but to her that it like the pot calling the kettle black. Thomas just wants them to be a normal family but she says they are not that. ‘Just embrace the fuckery.’ He still wants to embrace the normal, just once, but he knows what Martha’s answer will be to that. She says Lucius is in trouble because of her and she has to do the right thing. They go back into the parlor and Martha offers to pay Alfred to go with her. Thomas sarcastically says he’d go but he needs a nap and Sam needs one sane, alive parent. Martha needs Alfie and tells him to name his price, and he responds that she’s just trying to make him feel bad now. She tells him she gave that up a long time ago because he’s unshameable. He agrees to go and sarcastically thanks Thomas for being so helpful. ‘Embrace the fuckery,’ replies Thomas.
Meanwhile, Sally and Daveboy are beginning to see the effects of Lullaby around town and head to the gallery to find Francis. Sally begs him to stop giving out the drug, but he tells her no one can stop it, half of London just had Lullaby milk in their morning tea. They hope he’s joking and tell him about how the people he gave the drug to at the party went mad and killed Dr. Glubb. Francis is intrigued and asked how and Daveboy snaps at him, ‘Does it matter? The drug is fucked.’ Francis corrects him and says the drug frees the inner soul, some souls are governed by love and others by fear. Everybody does their own thing, that’s life. Sally says that’s death actually, and Francis retorts that death is life, life is death, it’s wonderful and horrible and very, very ‘now’. Daveboy says it’s madness, but Francis calls it joy. They hear someone call out Francis’ name and see a woman wearing a Guy Fawkes mask, followed by a mob also wearing the masks (probably the people from the party). Francis tells Daveboy and Sally not to be scared, they are his disciples. Francis walks to them, his arms open, asking his ‘beautiful children’ to give him their love. What he gets is attacked, knocked to the ground and beaten to a pulp. Daveboy and Sally flee before the crowd can turn on them.
Martha and Alfred make their way to the shack that serves as the entrance to the underground levels. Martha asks the guard if he has access to Level 7 and he says yes but tries to tell her she doesn’t. She stops him and says, ‘Good to know.’ Inside, Martha apologizes to Henry but he doesn’t know what for. There is a scuffle outside and Alfie forces the guard in to get a retinal scan for the elevator to Level 7. They find there is no 7 button on the panel but a recording tells them they have been granted access to Level 7. Martha thanks Alfred for coming, but he says no thanks is needed because there’s a ‘tenner’ in it for him. When they get to 7, Martha tells the guards they are there for an inspection and want to see General Thursday. Thursday is surprised to see both Martha and Pennyworth since Martha does not have clearance. She tells Thursday she knows he’s holding Lucius Fox illegally, and he wants to know who told her that. ‘He did,’ she says. Thursday thinks it’s nonsense, but she insists on seeing Lucius. Thursday reminds her that the PM has no authority here, and she tells him the PM has nothing to do with this, they are there as private citizens, representatives of the people. Thursday still believes Aziz sent them, and she says he can think what he wants but he is holding Lucius without a warrant or charges and they are exercising his habeas corpus rights. Thursday just chuckles at that. He counters that they are trespassers in a high security facility guarded by a battalion of soldiers. Martha says they are in a little room, just the three of them. Thursday points out the two soldiers and says they are five, and Alfie knocks out the soldiers, taking their weapons. Martha aims a gun at Thursday and repeats ‘three’. Thursday says they have just committed treason, but Martha tells him to get on the PA and tell his soldiers to stand down. He doesn’t believe she’ll shoot him, but Alfie says not to doubt her. Martha assures him she won’t kill him, just wound him, taking aim at his twig and berries. Thursday says she’s crazy and she says she’s beginning to understand that and it’s very liberating. Thursday blusters that he is the Commander in Chief of the bloody army and they can’t do this. Alfie says you wouldn’t think so but here they are … and he doesn’t run a very tight ship. Thursday has no choice but to make an announcement telling everyone that the facility is now under civilian control, stop whatever they’re doing and stow their weapons immediately.
What no one knows is that Lullaby is beginning to have an effect on Aziz. His secretary alerts him about a mental health crisis spreading across the city causing people to go mad. His response is just ‘oh’. She says no one knows what has caused it and some are turning violent, forming mobs. Aziz falls further under Lullaby’s spell, now seeing himself in some sort of ornate tent, the secretary and a guard dressed in ancient garb, fur-lined capes and heavy armor. He asks what the mobs want and she says they don’t want anything, they’re mobs. Aziz says everyone wants something and tells them to secure the gates, call out the guards but no one enters.
At the Queen Anne’s, the telly is on the TV news as the news reader is suddenly chased off camera by a mob but no one in the pub seems to notice. Daveboy and Sally run in and try to get everyone’s attention to no avail. Are they too late? Has everyone here already been affected by Lullaby? Daveboy warns them again that a mob is coming and they need to get ready, telling Chadley to get the guns but he just stares at Daveboy as if in a trance. Sally says this isn’t a joke and suddenly a man with a chainsaw bursts in but Daveboy takes him out with a bar stool. That finally got Chadley and the others moving.
Back in Level 7, Lucius is released from his cuffs. He tells Alfie he’s impressed with him and he thanks Martha. Alfie says they need to go but Lucius says they can’t yet. He takes them to another room and unlocks the door, and Bet nearly clocks him thinking it’s one of the guards. She’s happy to see Alfie and gives him a hug, making his bones crack loudly. She apologizes, and Martha asks what she’s doing there. Bet starts to tell the whole story about finding John Salt but Alfie says to save it because they need to go. Lucius again says they can’t, and he takes them to a cell holding all of the escaped PWEs. Lucius wants to release them, Alfie is against it, but Martha says they have to because Level 7 is a torture chamber. Lucius assures them they will all get out, and they do as they swap Thursday and his men for the people in the cell. Lucius has locked the cell with another of his gizmos, telling Thursday the cell will unlock automatically in two hours … unless they try to mess with it then it won’t work at all. Lucius also warns them to not try to break through the walls or the self-destruct protocols Thursday insisted on will be activated. Thursday assures them Aziz will hang for this, Lucius too. Lucius also tells Thursday that once the cell is unlocked, they will have no access to the surface, but they will be able to exit in a few days when the PWEs are safely out of Thursday’s reach. Thursday says they will all hang for this.
Once they get to street level, Lucius realizes they may be better off back inside as he witnesses the mayhem in the streets including a bobby carrying … a head. Martha says it must be the effects of Lullaby. They can hear Sandra’a song ‘Candlesticks and Caravans’ playing, which Bet hates, not even sure what candlesticks and caravans means. Alfie says he doesn’t know either but they have to get to the Queen Anne’s and he has to get Sandra. Martha also has to get home to Thomas and Sam, but tells Lucius and Bet to go to the pub and they’ll all meet up there. Lucius and Bet go back inside to tell the PWEs about the dangerous situation outside, but they aren’t listening. Good old Bet shushes them loudly. Lucius assures them they will be okay.
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At Sandra’s apartment building, The Elton, a deranged crowd with blood on their faces is calling for Sandra. It’s hard to tell if they’re happy, angry or both. Alfie needs to find another way in and it appears the only way is up. In the penthouse, Sandra has headphones on, listening to music so she doesn’t know what’s happening outside, and she’s startled to see Alfred on her balcony. She lets him in and he tells her they have to go. Sandra is still a bit angry with him and says she’s not going anywhere with him. He tells her to listen to the crowd outside, but she says she hears that every day. He tries to explain to her that they’ve been given the same drug that made Jessica Thistle kill her parents, and now they are coming for her. She doesn’t believe him and thinks he really hates her, but he says he loves her. Sandra says that’s just a silly word to him, he doesn’t know what love is but she does because she used to love him. Used to. Now she hates him, quite a lot and she’s not going anywhere with him. Alfie admits he’s been a right bastard, but before he can say more the penthouse door bursts open and three deranged ‘fans’ run in. In the blink of an eye, Alfie shoots them all dead, and he continues speaking to Sandra, saying he will make things up to her.
Martha makes it home to find Thomas and Sam playing a game, and the maid is tied to a chair in a very agitated state. Mrs. P is happy to see Martha, and Thomas asks how it went. Martha says it went good, they got Lucius out without any problem … but she’s very distracted by the sounds the maid is making. Thomas says they have noticed that half the city has gone insane. Sam tells her mother that the maid tried to set the kitchen on fire but Mrs. P sat on her. Thomas and Martha step into the hallway to talk about the symptoms exhibited by those infected, seeming to be in their own world with a lot of violent presentation. Martha says it’s Lullaby related and ironically enough it’s Thomas’ father’s fault. Thomas corrects her that she isn’t using ‘ironic’ properly, but yes, the Wayne family strikes again. So that makes them responsible for saving London, but Martha can’t think of a way they can do that. Thomas can’t either so Martha proposes they just go to the seaside for a couple of days until all this blows over. Thomas is completely up for that because it’s … a normal response. Just one question — how do they do that? Thomas again has no idea, and that makes Martha chuckle, asking if this means they’re good now. Thomas asks if she means he’s willing to and able to live with a woman who thinks she’s a comic book detective? Yeah, that’s what she means. His answer is yes, he loves her, he doesn’t know why but he loves her so the answer is yes. But he wants to know if a desperado like her can live with a man who wants peace and quiet and a simple family life? No, she says … and then laughs hard, assuring him she’s kidding. She can, with all her heart.
At the Queen Anne’s, Chadley and Daveboy have set up barricades and they watch as they hear a crowd coming their way. They prepare to shoot but Daveboy sees it’s Lucius, Bet and the PWEs. Back at The Elton, Alfie and Sandra are trying to make their way out to the street, but Sandra would prefer to hide inside because she doesn’t trust him. He assures her that with this sort of business she can trust him, he’s not going to let any harm come to her or their child. Sandra agrees to go but warns him that this doesn’t mean they’re together or have made up. As far as she’s concerned, they’re over. Alfie dismisses her with a ‘whatever you say’ … and that just proved her point about him. If he really did love her he’d tell her she’s wrong, he’d fight her. Alfie says this isn’t the time to fight while they’re trying to escape a mob of nutters. He’ll fight later. She says he’s always avoiding the issue, always twisting his way out of being honest with her. he says he’s always honest, which causes her to roll her eyes. Hard. Who was the last woman he had sex with then? Alfie doesn’t want to answer so she says it obviously wasn’t her so who was the little slut, and did he ‘love’ her too? Alfie has no idea what this has to do with anything, but all Sandra wants is honest, and she’s not moving until he’s honest with her. He finally tells her the woman’s name is Zahra, a client. Happy? Sandra then asks what she looked like but Alfie is actually saved by another group of ‘fans’ who come running down the stairwell, forcing them to finally run out of the building. But there are more ‘fans’ outside and they have to run to Alfie’s car. Sandra falls down, of course, but gets up quickly and they make it to the car, leaving the crowd behind. That catches us up to the present as they pull up to the pub. he alerts Daveboy and Chadley that a mob is on the way. Sandra is introduced to Kevin, the big blue Raven PWE and he is a huge fan. Alfie assures Sandra she’ll be safe in the pub. She thanks him … and tells him to send her an invoice. Ouch. The mob turns the corner and Daveboy and the others begin shooting, causing them to scatter.
Back at Level 7, the cell is about to unlock, and when Thursday and his men exit they find the elevators are dead, as Lucius promised. And they can’t break through the walls without setting off the self-destruct. Thursday wants to send orders to get a squad topside to get them out, but the same rules apply — any attempt to breach the facility will set off the self destruct. A red phone lights up in Aziz’s office (nice reference to Commissioner Gordon’s Batphone) and Thursday is on the other end asking what Aziz is playing at. Aziz doesn’t even know who’s calling because of the Lullaby, and Thursday blusters at him when he identifies himself. This makes Aziz very angry and he tells Thursday that no one speaks to him in that tone, asking what his problem is. Thursday says aside from Aziz’s agents locking him and his men in a cell, they also released a mob of incredibly dangerous PWEs onto the streets of London. Aziz says he doesn’t know what Thursday is talking about, but Thursday warns him that he’d better get them out of the facility quickly or there will be hell to pay. Aziz warns Thursday not to threaten him, asks if he’s drunk, and assures him that he can destroy him with a single word. Thursday wants to know what he means by that, and Aziz says he knows exactly what he means, calling Thursday a mutinous dog before hanging up. Thursday is stunned, believing Aziz wants him gone, and unaware of his current mental state. Thursday becomes paranoid, suggesting Aziz and Lucius were in cahoots because it was Lucius who designed the self destruct protocols and infrastructure. The soldier with Thursday begins to look a bit concerned and confused by the general’s behavior, and Thursday tells him they are trapped inside a bomb and Aziz can blow them sky high.
The mob is still outside the Queen Anne’s calling for Sandra. One throws a Molotov cocktail and Alfie and Daveboy shoot him in the head. Daveboy is very upset about these poor souls off their heads. Alfie tries to lighten the mood by telling Daveboy they’ll be out of ammo soon. Daveboy says they should send Sandra out there, and once they’ve had their way with her they’ll buzz along. Alfred isn’t amused. In the office Peg has finally managed to get some sleep but she hears the baby cooing and wakes up … to find Bet sitting next to her holding the baby. Bet asks Peg how she’s been, and Peg asks why she didn’t wake her. Bet said she liked seeing her sister sleep with a peaceful look on her face. Peg tells Bet that everyone said she was dead, but she knew her sister was alright. She knew Bet wouldn’t leave her alone to cope with a fucking baby. Bet says she wouldn’t do that … but she would. But she didn’t. Peg says she won’t ask Bet where she’s been, and Bet says she wouldn’t believe it even if she did, but she does tell Peg she killed John Salt like she said she would, and Peg is relieved that she finally got that out of her system. Bet says she’s been through the mill, and Peg says she’s a magnet for trouble because she doesn’t change. Bet says she has changed … they did things to her.
Aziz gets another call from Thursday, wanting to talk before things go too far. Thursday warns Aziz that he thinks he may have a strong hand but Thursday has his own powerful resources. Aziz is angered by Thursday calling him ‘my friend’ and reminds him that Aziz is his sovereign leader. Thursday says it is true that Aziz is the rightful head of the government, and Aziz says he will deal with the general as he sees fit and the people will applaud, no doubt. Thursday backs down a bit and says he will listen to Aziz’s larger concerns in good faith, so what does he want? Aziz responds that he wants the general servile or gone, and he has the power to get him gone so don’t test his patience. Thursday is truly rattled by this, and he tells his soldier that Aziz is about to mount a coup and set himself up as a dictator. Thursday still has no idea this is all the Lullaby talking. He also fears Aziz will kill them all in the process but he won’t get away with his plan. Thursday orders the concerned soldier to patch him through to Bomber Command. Thursday gets on the phone and tells the bomber to prepare a missile for launch, target 1040 Alpha. The man on the other end says that’s Downing Street, and Thursday snaps back that he knows. His soldier with him now looks even more concerned.
The mood has lightened at the Queen Anne’s as karaoke has broken out with Kevin performing ‘I Will Survive’ (another anachronism as the song was originally released in 1978). Sandra decides to step outside, and she and Alfie lock eyes but she quickly goes back inside. Alfie decides to follow. He then takes the mic from Kevin and he tells they crowd they have some decisions to make. That loony mob outside ain’t stopping and he isn’t sure they will, so they need to requisition a bus and get out of there, head for the countryside. Who wants to go? Everyone. With that sorted out, there’s one more thing … and he has something to tell Sandra in front of all these witnesses so she’ll believe him. He says she has every right to be upset with him and he knows she doesn’t think he can change, but he can. He has changed. Some people chuckle but he says this is serious. He tells Sandra he has changed but it isn’t the time to tell her how or why but he does want to say will you marry me, now, today? She thinks for a moment and says yes. And a mob breaks into the pub. Daveboy shoots but his gun jams and Bet quickly steps in, knocking a guy down and ripping his arm off, beating him with it. And completely out of the blue, Roger calmly walks in with his dog and asks if Mary is there because he didn’t find her at home.
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The pub is a bloody mess, literally, and Alfred and the others are outside. They eye the crowd and begin to make their way through them to a double-decker bus nearby. At the Waynes’ house there is a knock at the door. Martha has her gun, Mrs. P has Sam, and Thomas peeks out the window to see … the bus and Alfred on the sidewalk. With everyone safely on board, they make their way through the streets, Kevin helpfully blasting any deserted cars in the way with his ray gun arm. They see a military jet fly overhead. The bus makes its way to the countryside with the city skyline in the distance. All of the passengers are now bearing witness to the wedding of Alfred and Sandra, officiated by Lucius. Back at Downing Street, the phone is ringing again but Aziz is completely out of his mind now, telling Thursday to stop playing him before slamming the receiver down. Thursday hangs up on his end and says, ‘God have mercy on us all’, before telling the officer to go to final stage, the target is confirmed. As the jet flies past Big Ben, Aziz suddenly becomes lucid again, the effects of Lullaby having worn off. He hears a loud rumble as the building shakes. The wedding in the countryside continues as the couple exchange vows, but before Alfred can say his ‘I do’ there is a flash of light on his face. Everyone looks in the direction of the flash and sees the most horribly unimaginable thing they could ever see over London — a mushroom cloud.
Now that’s a cliffhanger! The question is will HBO Max renew the show for a fourth season? Will we see the aftermath of the nuclear strike in the heart of London? Is this the event that brought Alfred to Gotham City? These are questions that may or may not be answered but we will hold out hope that they will. For now, Season 3 of Pennyworth has been a lot of fun as it wove several storylines throughout the main season arc. I wish we had been given a lot more of Francis, because Paul Kaye’s characterization was one you could not take your eyes off if, always wanting more. And now as the season ends, this cliffhanger just leaves us wanting more of the show. It’s been a great ride so far and I hope it continues.
What did you think of the finale? Start a conversation in the comments section below.
All episodes of Pennyworth are available to stream on HBO Max. The third season will also be available on Epix, its former home, sometime in the near future for those non-HBO Max subscribers.
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