Episode 10 of Andor brought the Star Wars series’ intense prison arc to a close on Disney Plus last Wednesday, revealing new depths to the Empire’s totalitarian cruelty. It forced future rebel hero Cassian Andor (Diego Luna) to make alliances and rally his fellow inmates to help with his risky escape plan.

Beyond those walls, the regime is also tightening its grip on the galaxy in an attempt to choke all hope of rebellion. Ambitious Imperial Dedra Meero (Denise Gough) is happy to enforce its rules, but rebels like Mon Mothma (Genevieve O’Reilly) and Luthen Rael (Stellan Skarsgard) are working to bring the Empire crashing down.

So there’s plenty of exciting intrigue and espionage happening, and that’s exactly what you’d expect from creator and showrunner Tony Gilroy. He wrote the first four Bourne movies but is perhaps best known for writing and directing Michael Clayton. The intense 2007 legal thriller was nominated for seven Oscars, with Tilda Swinton taking home the award for best supporting actress.

He also co-wrote Rogue One, the 2016 Star Wars spinoff that introduced the morally questionable Cassian to a galaxy far, far away. Andor, which is near the end of its 12-episode first season and will return for a second season leading directly into Rogue One, dives into his past and the early days of the Rebel Alliance.

I got to chat to the engaging Gilroy over Zoom about crafting a thoughtful Star Wars show, Andor’s prison arc, sleazy financier Davo Skuldun and the morality of Luthen’s rebellion.

Here’s a transcript of our conversation, edited for clarity. This includes SPOILERS for Andor episode 10, so I’d recommend holding off on reading until you’ve seen up to that point.

Q. I can’t stop thinking about Andor. Why is it so thought-provoking?
Gilroy: We have a lot of very serious issues on the table; we have a lot of interesting characters that we’ve spent time building up and that we understand, played by really good actors. By design, and the natural flow of our story, we get to see people make a lot of decisions.

Watching and feeling people make decisions that you feel invested in is a potent way to deeply emotionally connect; that’s what drama really is. Even if you’re not identifying with them, you can empathize with them, or you feel that they’re real — being forced to do things and you wonder what you would do.

It feels like you’ve been patient in building everyone up.
You can watch a car commercial, and in 12 seconds, they can break your heart for a moment. It disappears a moment later, but you feel something. … What did they do? They played that song, they showed that thing, and the puppy and the flag. … But it’s very fleeting. It’s like empty calories. It dissolves and goes away.

The real key to dramatic power and momentum is you’re really invested. I’m carrying 190 speaking parts in this first half, and probably 30 of them are important, but they’re all round and real. And if you really care about them, it’s because we spend an extra couple of minutes making sure that happened. It’s like cashing a check: You can’t can’t take money out of the bank that you didn’t put in.

The prison arc has been really engaging. What do you think that horrible, beautiful white prison says about the Empire?
Many things: the callousness by which you’re sent there, the disinterest beyond your utility, the arrogance to ignore giving you any kind of definition about when you might be finished. …There’s the segregation of it [we’ve only seen humans in the prison] — I’ve seen people online asking “Where are the aliens?” I’m sure they wouldn’t put the alien creatures in the same facility. They probably have their own.

When you think about the scale of the things that need to be built to keep the Empire going, it’s really astonishing. Some of it could be done by droids and clones, but as [Cassian says] ‘We’re cheaper than droids” and ultimately disposable. I think it comes down to the fact that the Empire just doesn’t give a shit.

It’s one of the first times that live-action Star Wars has highlighted the Empire’s low-level, everyday evil, as opposed to the Empire blowing up planets.
There’ll be a speech in episode 11 that addresses some of the things that we’re talking about — it’s a heavy job to run the Empire. It’s hard work.

Did you consciously avoid prison-storyline tropes? For instance, the inmates aren’t trying to shank each other, and they’re actually kind of supportive, which is nice to see.
We had a five-day writers room with my brother Dan Gilroy and Beau Willimon [the show’s writers]; our production designer, Luke Hall; and producer Sanne Wohlenberg. We have this prison sequence and we’re wondering what it’s going to be. I love prison movies. I’ve seen thousands of them. We’ve all seen thousands of them. So what do we do that’s new?

So the ideas for how the prison was designed — how it was enforced with the floors and the rest — came out of that. We were trying to figure out the other day who came up with what. I can’t remember, because the room moves really fast.

Our initial pride of doing something that we haven’t seen before quickly became: “My God, this is the prison they would have. Why would they have any other prison any other way?” It’s very pleasing when that happens.

Then we had to build the whole prison — every corner, every flange. The amount of time that we spent worrying about the control rooms, the balcony that comes up and down, where the bathroom is, who does what and how many there are — all that stuff has to be worked out.

It pays off. The prison feels very tangible.
It’s a real thing. We understand it. Every inmate on that floor knew what their job was. Everybody in the prison knew what their job was. Everybody knew how to be on program. Everybody knew where they slept. Everyone knew their cells. We made it so that it’s all incredibly real for everybody who’s there every day on set.

Jumping out of the prison to Coruscant, I love the name Davo Skuldun so much. It’s just a glorious Star Wars criminal moniker. Where does a guy like that fit into the structure of the Empire?
He’s an oligarch. Mon Mothma is from Chandrila, which we’ve been building out as a very wealthy, very posh planet — lots of rituals, ceremonies and traditions. Davo Skuldun is the nouveau riche. He’s an oligarch.

I love that scene between the two of them, I think he’s so great with her, and it’s such a shocking thing that he requests [having their teenage children meet, presumably to bind their families through marriage].

I remember Beau sending me that idea one night — he goes, “You think we can do this?” I go, “We have to do this.”

I love how that scene is framed, the way they’re sitting apart in that absolutely beautiful apartment.
Genevieve [O’Reilly, who plays Mon] is the gift that just keeps giving. I knew her a little bit from Rogue One. We knew we were gonna have a big part for her but didn’t know how much she could do. She’s just a swinging actor. Once you know that, you can start to write into it. And that makes it fun.

The last thing we saw in episode 10 was Luther’s speech. It blew my mind. Do you think he’s really given up on kindness? One could argue that he’s doing it out of a sense of galactic kindness.
We will spend a lot of time thinking about that idea. And we will, by the time we’re finished [with Andor’s 24 episode-run]have explained where he came from.

I do think that what he’s saying there is true. I think that the sacrifice that he’s making is a damnation on himself. What’s sad about it is that there is kindness there, and it’s kindness denied. I think it’s a responsibility that you take on… the notion that you really have to make the cause above everything else. If you really want to win, you really give yourself to something else.

Most people who build revolutions or build big movements — few of them actually ever get to see it. All through history, people have died hoping that what they were dying for was going to work out. It was probably the last thing they thought of: “I hope this was worth it.”