Why Did G68 Betray Pershing in ‘The Mandalorian’ Season 3 Episode 3?

g68 pershing

While Star Wars fans were not entirely happy about the fact that episode 3 of season 3 of The Mandalorian focused heavily on Doctor Pershing instead of Din Djarin, the thing is that there was a really deep connection between the events surrounding Pershing and the overall narrative of The Mandalorian. Of course, the story of Pershing progressed when G68, another former Imperial officer, betrayed him. So, why did G68 betray Pershing in The Mandalorian?

G68, named Elia Kane, possibly betrayed Pershing so that she could acquire his memories through the mind flayer. That’s because Pershing is the only one with the knowledge and expertise of Kaminoan cloning technology, and it is possible that the Empire needs his knowledge to pursue a greater goal.

Let’s not forget that the entire events of The Mandalorian take place more than two decades before the events of the sequel trilogy, and that means that it is important for Lucasfilm to find a way to connect the two timelines. As such, G68 likely betrayed Pershing so that she could deliver his memories to the higher-ups of the remnants of the Empire, who are quite possibly going to use them for something related to Emperor Palpatine.

Why Did G68 Betray Pershing?

Episode 3 of season 3 of The Mandalorian was quite long and delivered a different storyline from what we are used to regarding this Star Wars series. The episode opened up with Din Djarin and Bo-Katan returning to Bo-Katan’s planet. However, they were attacked by Imperial remnants that were actually quite numerous. That was when Bo-Katan suspected that these Imperial soldiers belonged to no ordinary Imperial warlord, as only the powerful in the Empire could have commanded such a force.

While Din and Bo-Katan escaped to the planet where Din Djarin’s Mandalorian tribe lives, the storyline shifted to Coruscant, where we saw Doctor Pershing, a former scientist working for Moff Gideon, was seen thanking the New Republic for being amnestied. He was now looking to become a productive member of the New Republic. However, when he got to the amnesty housing, he met a fellow amnestied Imperial officer given the codename G68.

pershing and kane

Pershing was quite familiar with G68 as they both served Moff Gideon together. However, he didn’t know who she was, as the only thing he knew about her was that she had previously served under Gideon. They quickly became friends, and Pershing quickly warmed up to G68 because they used to work for the same Imperial warlord.

But something in Pershing was missing because he believed his research regarding Kaminoan cloning was eventually on its way to perfection. He wanted to complete his research because it was his life’s work, and he convinced himself that he needed to do it for the sake of the New Republic, which would have benefited from his study on cloning. Of course, G68 convinced him they could get a mobile lab to help him complete his research goal.


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Pershing and G68 were going to the shipyard to store confiscated Imperial technology and weapons. On their way there, G68 introduced herself as Elia Kane and said that she used to work as a communications officer under Moff Gideon. And it seemed like they bonded well as friends trying to achieve a common goal.

pershing research

However, after acquiring the mobile lab, the duo found themselves surrounded by the authorities of the New Republic. Pershing was arrested as he learned Elia had tipped him off to the New Republic. So, why did G68 betray Doctor Pershing?

After the police of the New Republic apprehended Pershing, he was taken to some sort of rehabilitation facility where a doctor plugged him into a device called a mind flayer. We learned in the previous seasons of The Mandalorian that a mind flayer was some sort of a machine that could take away memories from a person. Cara Dune herself said that the Empire could “upload” her into a mind flayer, as this suggests that it not only takes away parts of a person’s memories but also stores them as data.

While the New Republic doctor merely wanted to use the mind flayer to give Pershing a soothing experience that would have allowed him to get over some of the harsh memories that he had with the Empire, G68 decided to take matters into her own hands by increasing the intensity of the machine to its maximum, as it was clear that she wanted to take away Pershing’s memories.


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In that regard, Elia Kane was likely a spy or a mole sent by the remnants of the Empire to infiltrate the New Republic so that they could get their hands on Doctor Pershing’s memories. Of course, since Pershing was unlikely to work with the Empire again because he willingly subjected himself to the New Republic to become a productive member of this new order, the only way for the Empire to get his memories was through the mind flayer.

As such, Elia placed Pershing in a position that would force the New Republic to use a mind flayer on him. And when the coast was clear, she used the mind flayer to take his memories away to send them to her superiors.

Is Elia Kane Still Working for Moff Gideon?

Of course, our theory regarding Elia Kane’s betrayal rests on the possibility of her serving a superior that ordered her to get her hands on Pershing’s memories. And the interesting part here is that the other amnestied officers hinted that Moff Gideon either escaped from the New Republic or got himself hooked up to a mind flayer as well.

We are leaning toward the possibility of Gideon escaping the New Republic. However, from what we saw in seasons 1 and 2, Gideon’s forces were seemingly limited. And we know that the incident regarding Din Djarin and Bo-Katan getting chased by many Imperial ships suggests that someone more powerful could be behind the scenes.

So, while it is possible that Kane was indeed working for Moff Gideon, who quite possibly escaped the New Republic, it might be someone more powerful than him that aided his escape and planted Elia as a mole among the amnestied officers in the New Republic. And we can think of no other person than Grand Admiral Thrawn.


At one point, Thrawn held the position of Grand Admiral and was even able to hold supreme power over the military force of the Empire during the events of Star Wars: Rebels. In fact, both Emperor Palpatine and Darth Vader trusted his decisions and were confident in his ability to lead.

We know that Thrawn, who was blasted into hyperspace at the end of Rebels, is still alive somewhere out there because Ahsoka was actively searching for him during the events of season 2 of The Mandalorian. This suggests that he could be the one who aided Gideon’s escape and planted Elia Kane as a mole. On top of that, there’s a good reason to believe that, as a Grand Admiral, he held enough power and influence to command the large number of Imperial fighters that Din Djarin and Bo-Katan saw during the early part of episode 3 of season 3.

Considering that The Mandalorian should help bridge the original trilogy with the sequel trilogy, there’s a good chance that Thrawn was the man behind laying the foundations of the First Order and could have been given the order by Emperor Palpatine to find a way to clone him. And this is why G68’s mission of collecting Pershing’s memories was important to whoever was in charge of the Imperial remnants, whoever between Gideon and Thrawn it might be.

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