Column Babylon 5 Rewatch Babylon 5 Rewatch: “Ship of Tears” Bester comes to Babylon 5, this time seeking help against a common enemy… By Keith R.A. DeCandido | Published on June 23, 2025 Credit: Warner Bros. Television Comment 0 Share New Share Credit: Warner Bros. Television “Ship of Tears”Written by J. Michael StraczynskiDirected by Michael VejarSeason 3, Episode 14Production episode 314Original air date: April 29, 1996 It was the dawn of the third age… ISN is going back online. Ivanova, Garibaldi, and Franklin join a bunch of folks in the Zocalo to watch their return airing, hoping that this means things are getting better on Earth. Those hopes are dashed pretty much instantly. ISN has a new anchor and is now a propaganda machine for the Clark administration, claiming that the studio was taken over by insurgents (not Clark’s troops), and also making mention of the incredibly popular martial law declaration. Sheridan didn’t join the viewing party, as he’s busy leading the test flights for the new Starfuries they inherited from the Churchill. B5 picks up a distress call, which Sheridan decides to investigate himself, since he’s already out there. He sees the Omega symbol of the Psi Cops on the Starfury that sent the call, and so keeps his distance, as telepaths need line of sight to scan someone. The Starfury is piloted by Bester, and he sent the distress call for fear that B5 would shoot him down if he just approached. Sheridan points out that he could shoot him down now, too. Bester counters that he has a proposal for them, one that would be mutually beneficial, so much so that, Bester opines, it would be far more satisfying than the brief satisfaction he’d get from blowing Bester out of the sky. After an uncomfortably long pause, Bester gets a bit of panic in his voice, when he prompts Sheridan for a reply. The captain, channeling Jack Benny, says, “I’m thinking it over.” Eventually, Sheridan decides to escort Bester to the station, keeping out of line of sight the whole time. G’Kar confronts Ivanova, who apparently blew off a meeting they were supposed to have. G’Kar says his patience is infinite, then later says he’s running out of patience. When Ivanova reminds him of the first thing, G’Kar replies that the universe is curved, and so the infinite eventually comes back around on itself. G’Kar told Sheridan he wanted in, and so far, he’s not in, even though he’s responsible for the Narn-bolstered security force on the station. Some of those Narn died…. Credit: Warner Bros. Television Bester is greeted by a fully armed and armored security detail and put in detention. Sheridan, Ivanova, Garibaldi, and Franklin discuss what to do with him. Franklin points out that their concern last time, that he would learn their secrets, is pretty much moot now that they’ve broken off from Earth. Speaking of that last time, Bester has said that he needs his full telepathic faculties for what he’s proposing. Privately, Sheridan asks Ivanova if she’ll talk to Bester. If he tries to scan her, she’ll detect it, an ability Bester doesn’t know that she has. Ivanova doesn’t like it, but sees the logic. She goes to Bester, who makes a passing reference to “The Cask of Amontillado,” and then gets down to business. He knows that the Clark administration, and parts of Psi Corps, are being manipulated by aliens of unknown origin and provenance. Bester doesn’t know who those aliens are but (a) their existence is counterindicated to his own rather lofty ambitions, and (b) he’s pretty sure the B5 crew knows way more than him about them. Ivanova betrays nothing to Bester one way or the other, but says they’ll get back to him. Sheridan passed G’Kar’s crankiness on to Delenn. The problem—and the reason why they’ve been procrastinating on reading G’Kar in on the Army of Light—is that doing so will reveal to him that the Minbari and the Vorlons knew about the Shadows even as they were suborning the Centauri and helping them conquer Narn. Delenn determinedly says that she’ll talk to G’Kar. It’s her responsibility. Bester explains to the command staff that the aliens—whom he believes are called “Shadows”—are carrying a cache of weapons. Bester can find the ships in hyperspace—for whatever reason, hyperspace amplifies telepathy, enabling psis to find other minds more easily. Sheridan says he’s never heard of this ability before, and Bester allows as how the Corps has kept this ability from mundanes, to keep telepaths from being used by the military. Sheridan and Ivanova take Bester onto the White Star and head into hyperspace. Bester is able to detect the Shadow convoy and tells Lennier the heading to take. Bester also sits in the command chair until Sheridan angrily tells him to get his ass out of it. Credit: Warner Bros. Television Delenn tells G’Kar the whole truth, including why they kept quiet about the Shadows’ return. If the Shadows knew that their return was widely known, they wouldn’t be as subtle and low-key as they have been. Instead of helping the Centauri conquer Narn, they would have wiped Narn out completely. G’Kar—remembering the words from Kosh regarding sacrifices that would need to be made—understands. And some day he may even be able to forgive Delenn—today, though, is not that day. The White Star takes out the smaller escort ships and brings the transport on board. A larger Shadow ship approaches, but then retreats, behavior nobody expected or understands. The transport ship is filled with humans in cryogenic tubes labelled with the Psi Corps logo. There are about a hundred telepaths, all of whom were screaming in agony when they were frozen. Sheridan confronts Bester, who says that his initial information was that the Shadows were transporting weapons—only later did he learn that they were telepaths, and he has no idea why they were described as weapons. Franklin unfreezes one telepath, who starts screaming as soon as she is able. Franklin sedates her and brings a bracelet she was wearing to Sheridan. They show the bracelet to Bester, who identifies it as belonging to a “blip”—a telepath who refuses to enlist in the Corps or take suppressant drugs. Even as he’s explaining this, Bester realizes to whom the bracelet belongs and demands to see her immediately. However, the woman wakes up and starts telepathically bonding with the systems in medlab—and physically doing so as well, as various bits of equipment form a kind of armor around her. When she sees Bester, she attacks—up until then, she was being purely defensive. Testing a hypothesis, Garibaldi tosses Bester’s Psi Corps emblem to the floor, and the woman zaps it. Bester scans her, and sees aliens experimenting on her. Then they both collapse, but not before the woman calls Bester, “Alfred.” Credit: Warner Bros. Television Bester reveals that the woman is Carolyn Sanderson. She was a blip, taken to the Mars Reeducation Center, and Bester fell in love with her. When Sheridan points out that he’s married with a family, Bester counters that that was a genetic match made by Psi Corps. What he feels for Carolyn—who is pregnant with their child—is the first time he’s felt love in his life. He’d do anything for her, and he promised to keep her and the kid safe—and it’s the only promise he’s ever made in his life that he gives a damn about keeping. Bester leaves Carolyn and the other telepaths in B5’s care, though they do not promise that they’ll be able to help them, as the technology is way way way beyond anything they’ve ever seen. But they will try. And Bester says that from this point forward, he is absolutely an ally for them against the Shadows. The Army of Light has built a war room on B5, and Delenn brings G’Kar there. Garibaldi has been reading the Book of G’Quan that G’Kar gave him, and he comes across something that blows his mind. He gathers the others in the war room and asks G’Kar to read a relevant part: the ancient enemy eliminated the mindwalkers. The Narn gene for telepathy has never re-developed after all their telepaths were wiped out. Garibaldi thinks that the Shadows did that because they’re vulnerable to telepaths. That was why they retreated from the White Star: they sensed Bester, a very powerful telepath, and refused to engage. This is useful information in the battle against the Shadows, and which justifies G’Kar’s faith in Garibaldi when he gave the latter the Book of G’Quan. Ivanova also reports that the Shadows have attacked Brakiri space openly. It’s the most public they’ve been… Get the hell out of our galaxy! Sheridan gets to test some Starfuries, annoy Bester, lead a mission to the rescue some telepaths, worry about Delenn, annoy Bester some more, and welcome G’Kar into the Army of Light. Busy guy…. Ivanova is God. Bester tries to endear himself to Ivanova in his usual horrible way, by reminding her that her mother committed suicide, which wasn’t at all Psi Corps’ fault (yeah, right), and also that Ivanova has her mother’s eyes. This prompts Ivanova to slap Bester, which is, if anything, a restrained response… Credit: Warner Bros. Television The household god of frustration. Garibaldi actually finds useful intel in the Book of G’Quan. Looks like G’Kar giving him the book wasn’t as ridiculous as it looked at the time. (It was totally ridiculous, but it is a fun moment for him when he reveals the truth about Narn telepaths.) If you value your lives, be somewhere else. Sheridan expresses concern about Delenn being the one to tell G’Kar the dirty truth. Delenn allows as how she doesn’t want to be the one to tell him, but she has to be, and she has to do it alone. Though it take a thousand years, we will be free. G’Kar is not happy about being put off, nor is he happy about the Minbari and Vorlons keeping secrets. But he is happy about being let into the Army of Light, finally, ditto his gifting of the Book of G’Quan to Garibaldi bearing fruit. So he comes out mostly ahead… The Corps is mother, the Corps is father. Bester has very specific ambitions, ones that are not compatible with Psi Corps being manipulated by the Shadows. While he quotes the cliché that the enemy of my enemy is my friend, everyone knows that he’ll betray their asses the moment it’s convenient. Welcome aboard. Walter Koenig is back from “Dust to Dust” as Bester. He’ll return in “Epiphanies.” Joan McMurtrey plays Carolyn, while Diana Morgan makes the first of three appearances as ISN’s new propaganda-drenched anchor. Morgan will be back in (fittingly) “The Illusion of Truth.” Credit: Warner Bros. Television Trivial matters. ISN went dark after their studio was attacked by Clark’s forces in “Severed Dreams”; that episode is also when the EAS Churchill was destroyed, with B5 inheriting their now-orphaned Starfuries. G’Kar demanded to be let in on the Army of Light in “Point of No Return.” The Shadows’ influence on the Clark Administration was shown in both “Matters of Honor” and “Voices of Authority.” Kosh told G’Kar—when the latter was in a Dust-induced fugue state—that sacrifices would need to be made in “Dust to Dust.” G’Kar gave Garibaldi the Book of G’Quan in “Voices of Authority.” That Narns have no telepaths was established in “The Gathering.” This episode establishes that Bester’s first name is Alfred, which means he was really and truly named after the author of The Demolished Man, the novel from which the entire structure of the Psi Cops is taken. J. Gregory Keyes’ B5 novel Dark Genesis: The Birth of the Psi Corps establishes that the character was born with the name Steve Dexter, but renamed after the author of a science fiction book about telepaths, bringing the tribute full circle. While this is Carolyn’s only onscreen appearance, she is mentioned in several other episodes, as well as in Keyes’ novel Final Reckoning: The Fate of Bester. The echoes of all of our conversations. “‘Some must be sacrificed if all are to be saved.’ Now I understand that is as much about how we got here as where we are going. I think that one sentence is the greatest burden I have ever known.” —G’Kar realizing that Kosh’s words to him in “Dust to Dust” are more complicated than he realized. Credit: Warner Bros. Television The name of the place is Babylon 5. “Try not to drool on the controls.” One of the problems with incredibly charismatic villains is that you find yourself wanting to find ways to keep them around. But you can’t keep having them show up and lose because they lose their effectiveness as villains. And you can’t keep having them show up and win, because if they win, the story’s over, because they’re nasty-ass villains, and our heroes will be total toast if the villain wins. So you have to come up with a reason to keep the character coming back without spoiling his effectiveness. On Buffy the Vampire Slayer they put a chip in Spike that kept him from harming humans. On Farscape they had Scorpius implant a version of himself in Crichton’s head, so the character could be in every episode in some form or other. In X-Men comics, they made Magneto the head of Xavier’s School for a while. And on B5, they gave Bester a person to be in love with who, combined with his own outsized ambitions, puts him firmly against the Shadows in a way that means he’ll cooperate with our heroes, at least for a while. I honestly thought making Carolyn into someone Bester is in love with was a bridge too far. I just didn’t buy it. Walter Koenig has done such a good job of portraying Bester as someone who can’t even fake real human emotions convincingly—mostly because he doesn’t give enough of a shit to try—that the concept of him being in love doesn’t entirely track. And I honestly didn’t believe Bester’s insistence that Carolyn was his lover on an emotional level at all. Besides which, it wasn’t even necessary. Just the fact that the Shadows (a) are in the way of Bester’s own lofty ambitions to rule all of Eternia, and (b) are using other human telepaths and torturing them is enough. His commentary throughout about the importance of telepaths—that they’re not expendable, that they’re much more valuable than mundanes—makes it clear that he would view the abuse of any telepaths dimly. The love interest doesn’t add anything that isn’t already there, and, again, it’s just not convincing. Aside from the declarations of love, however, Koenig’s performance is magnificent as ever. So many lovely touches: his brief moment of panic when Sheridan doesn’t answer his query about boarding the station; his brief knowing smile before he walks up to the army of security guards who greet him on B5; casually plopping himself down in Sheridan’s command chair on the White Star; his “duh!” response to a question as to how he gained the intelligence he’s brought to B5 (“I’m a telepath—work it out”). I like that the delay in reading G’Kar in on the Army of Light is purely cowardice on Delenn and Sheridan’s part: they don’t want to tell G’Kar the truth, because it’ll piss him off and they both know that his piss-offedness will be in all ways justified. It’s human (and, apparently, Minbari) nature to put off unpleasant confrontations. But I’m glad he’s finally in, and I’m glad that Garibaldi’s rather ridiculous enforced read of the Book of G’Quan is bearing fruit. Seeing ISN turn into a pure propaganda tool is also very well handled. There’s a sliver of hope in our heroes as they go to watch the first broadcast back, a desperate bit of optimism that things aren’t as bad as they feared. And instead they turn out to be worse. The ISN report is such complete horseshit, and points to J. Michael Straczynski for the letter-perfect bullshit being spewed from the new anchor. Next week: “Interludes and Examinations.”[end-mark] The post <i>Babylon 5</i> Rewatch: “Ship of Tears” appeared first on Reactor.