“And who are you, the proud lord said,
that I must bow so low?
Only a cat of a different coat,
that’s all the truth I know.
In a coat of gold or a coat of red,
a lion still has claws,
And mine are long and sharp, my lord,
as long and sharp as yours.
And so he spoke, and so he spoke,
that lord of Castamere,
But now the rains weep o’er his hall,
with no one there to hear.
Yes now the rains weep o’er his hall,
and not a soul to hear.” — The Rains of Castamere

If there’s been a complaint (actually more of a nitpick) from fans of the show in regards to Game of Thrones’ second season it would be that a majority of the episodes this season looked to be cutting corners in terms of budget. The show’s first season was already the most expensive  TV series ever and this season things just got more expensive. There was one thing that seemed to have forced the producers of the show into scaling things back for many of the episodes (this season was really about shooting many scenes indoors whether it was inside a castle or tent) and that one thing was tonight’s ninth and penultimate episode of season two: “Blackwater”.

Tonight’s episode is the culmination of everything which has come before it during this season. Sure, we had some machinations that involved Daenerys across the Narrow Sea at Qarth and Jon Snow north of the Wall. Outside of those two subplots which has yet to fully play out this season (most likely extending into season 3), every storyline this second season was about moving the necessary pieces and characters that would affect the outcome of the battle that was going to take place on Blackwater Bay outside King’s Landing. This was a battle that’s been eagerly anticipated by fans of the books. It’s a gamechanger in the novels and after tonight’s episode played out it looks like it also changes the ever shifting dynamics of the tv show.

First things first, all the money being saved by cutting back on outdoor filming during this season looked like it went all in with this episode. Showrunners David Benioff and D.B. Weiss know that they had a great chance of alienating the fans of the books and, most likely, even those of just the show if the most pivotal storyline this season was to be turned into a battle told off-screen and after the fact. No, this battle had to be filmed and done so that it didn’t look cheap. Even writer George R.R. Martin who gave birth to this epic medieval fantasy saga came in to pen tonight’s teleplay in order. The show even decided to go with an outsider to direct tonight’s episode and did they ever hit it out of the park with their choice of veteran genre filmmaker Neil Marshall (Dog Soldiers, Descent, Doomsday, Centurion).

“Blackwater” did something this series has never done and that’s focus the entirety of it’s running time to telling the story of just the one location and tonight it was to be King’s Landing and Blackwater Bay. Every episode in this series has jumped from location to location that viewers have had to learn how to expertly track each storyline just to make sense of the show’s overall narrative. Yet, tonight Martin, the showrunners and, most likely, Marshall himself, knew that jumping the episode from location to location wouldn’t be the smartest of ideas. Tonight had to be about this battle and how it furthers the character growth of many characters in the show.

I was surprised at how well the episode depicted the Battle of Blackwater Bay. We can definitely see Martin’s hand in the writing of tonight’s episode as things gradually built-up from the very moment the intro sequence ended and we come to see the invasion fleet Stannis has brought to King’s Landing just moment’s away from seeing the walls of the city. Even this late in the stage of the siege preparations we get to see how terrified everyone seems to be about the coming siege and battle. Everyone seem to be dealing with the prospect of battle in their own unique way. Tyrion spends it with Shae in his quarters with the notion that this time with Shae might be the last he’ll ever have adding a sense of poignancy to their scene.

Tyrion’s partner-in-crime and lord of the Goldcloaks spends it with some of his men at one of the local taverns with many tankards of good brown ale and the warm companionship of the city’s many prostitutes. Bronn may be acting cavalier about the coming battle, but his behavior and those of his men in the tavern doesn’t seem farfetched as we’ve learned through first-hand accounts of soldiers on the eve of battle trying to make the most of what could be their final hours on Earth. Bronn’s behavior is a stark contrast to that of Sandor “The Hound” Clegane who shows up in the very tavern but not with thoughts of a final night’s of debauchery and merrymaking but instead spending time drinking brown ale in silence and a mood that’s telling in how The Hound sees the prospect of victory in the coming battle. Bronn may think the battle is hopeless but he knows well enough not to waste what time he has left brooding and acting like a Debbie-downer like the bigger Hound.

Even Cersei and Sansa get a chance to show how the battle brings out the best and worst in people. The former’s caustic tongue and even more bitter personality comes to the forefront as she drops any sense of pretense of being the courtly Queen’s Regent. She knows exactly that the battle will not be about glory and honor. The battle will be about bloodshed, destruction and, if the defenders lose, the raping and killing of all the women behind the wall’s of King’s Landing. Cersei is prepared to do what is necessary to keep herself, her children and the women from being raped and murdered, but in doing so loses what semblance of loyalty her handmaidens and courtly allies may have had for her. Sansa, on the other hand, still tries to put up a brave front. Maybe it’s a genuine reaction or one she knows she must put up if just to keep the ladies in the Red Keep where she and Cersei have stashed themselves from running in panic.

As a student of military tactics and history tonight’s episode wasn’t cringe-inducing once the battle itself began. Martin does a great job in condensing the tactics and maneuvers he had written in detail in the novel, but could be confusing to the uninitiated. The episode wasn’t too simplified to the point it hand-held the audience through every step and move both sides made. We knew that Tyrion had a surprise waiting for Stannis’ invasion fleet and that it involved the use of the alchemical concoction “wildfire” (the show’s version of that near-legendary weapon that the Eastern Roman Empire used to defend Constantinople for centuries called “Greek Fire”), but we still had no idea just how the surprise would turn out. Even when the single boat silently approached the vanguard fleet led by Ser Davos we still didn’t know how the wildfire would be used. To say that the surprise Tyrion had for the invasion fleet was jaw-dropping would be an understatement. It was a scene that brought to life how the historical battles like the Battle of Red Cliffs, Siege of Antwerp, the Gravelines, the Battle of the Downs, the Battle of Solebay and the Battle of La Hougue must’ve looked like.

Even the amphibious landing that Stannis’ infantry made to start the siege of King’s Landings’ walls was both accurate in how such a military maneuver was done, but also shot in a way by Neil Marshall to be exciting and chaotic. This battle was chaotic but not in the shaky-cam variety but in how battles was always about the killing and dying of men on the ground who were just feet from each other. It was a bloody execution of the episode’s order of battle that really earns this show that label of epic that fans like to throw at it. Again I must hand it to Martin as episode’s writer for making things accessible to those who have never read the book, but also keep enough of what made this battle exciting to those who have been fans of the novels.

All of this would still have come for naught if the person directing the episode dropped the ball, so to speak. “Blackwater” needed a director who could handle massive action scenes both from a bird’s eye view and from that of the grunt on the ground. Neil Marshall is a filmmaker who has always been great at maximizing the small budget he works with to create thrilling genre films. As the first outsider hired by the show’s producers Marshall was already behind the eightball in that he’s not knowledgeable of the what the show is about. Yet, one couldn’t tell with tonight’s episode. If HBO ever decided to continue this series for many more seasons I hope that they and Benioff and Weiss just hire Marshall to become the default director when it comes to episodes that require that epic hand at the till. Even with the quieter scenes with Cersei and her youngest Tommen as they sat on the Iron Throne waiting for the bad news that she truly thought would come was handled with a filmmaker’s deft touch that most tv directors are rarely able to pull off.

“Blackwater” may be the second to the last episode of this show’s second season, but just like the first season’s penultimate episode with the execution of Ned Stark, fans and audiences of the show have been treated to what could be accurately called the season’s climax. It’s not a bad way to end a season, but as we found out with last season the final episode will have it’s own surprises but also end the season with new avenues of storytelling that would make waiting for the start of season three to arrive be an exercise in agonized waiting. Season one’s second to the last episode might’ve been more traumatic but tonight’s “Blackwater” may have just been it’s best.

A job well done by Martin and Marshall.