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NARRATOR: Planet Ryloth invaded.

Subjected to a brutal droid occupation,

the people of Ryloth are starving
under the blockade of a Separatist fleet.

Evil Separatist leader, Wat Tambor,
now rules with an iron fist.

Answering a plea from the Senate,

the Grand Army of the Republic mounts
a bold offensive to liberate the system.

It is up to Anakin Skywalker
and his Padawan, Ahsoka,

to make way
for Obi-Wan's ground assault.

Captain, are you prepared?

Our blockade is impenetrable.

When the Republic attacks,
they will get quite a surprise.

I'm counting on you, Captain.

We cannot allow the Republic
to invade this planet.

-Sir, we're coming out of hyperspace.
-Prepare for battle! Raise the shields.

YULAREN ON PA:
All ships prepare for launch.

All ships prepare for launch.

(R7 WHISTLING)

This is my first time
commanding a squadron, R7.

Let's make a good impression.

(R7 BEEPING)

Of course I'm not nervous!

Hey, Snips, this is it, your first command.
Don't be nervous.

I wish everyone would stop saying that.

The men you're commanding
are depending on you with their lives.

Thanks. That takes the pressure off.
If I wasn't nervous before, I sure am now.

Hey, I have faith in you.

I wouldn't send you out there
if I didn't think you could handle it.

May the Force be with you.

I won't let you down. I hope.

Okay, you boys ready?

This is two, Axe.
Ready when you are, Skipper.

Ready on three. This is Slammer, over.

Ready on four. Kickback checking in, over.

Swoop to Blue Leader,
group two is standing by, over.

Tucker on five,
waiting for mother bird, over.

-Commander!
-Yes, Captain?

-Launch all fighters!
-Roger, roger.

-Tell Ahsoka the fleet is ready.
-Commander, you're all clear.

Thank you, Admiral.

Keep the cruisers back
until we've softened them up.

Well, R7, are you ready for some action?

(BEEPING)

Axe, keep your squadron back
and wait for my signal.

You got it, boss.

Here we go.

-All right, boys, let's clear a path.
-Right away, sir!

Pick your targets.

PILOT 1: We got another bogey.
PILOT 2: I'm on it.

PILOT 3: You are clear!
PILOT 4: Nice work, Blue 5.

PILOT 5: We're outflanked!
PILOT 4: Two new targets closing!

That is General Skywalker's flagship.

He is leading this attack.

Sir, their fighters are closing fast.

Patience. Let's see what trickery
the Jedi have planned for us.

(WEAPONS FIRING)

We've got their fighters occupied.

Axe, time for us
to make a run for the battleship.

Come on, you whiners. Let's get dirty.

Sir, a squadron of fighters are attacking.
They have a clear path right to us.

Now is the time
to bring in our reinforcements.

Battle cruiser 17. Battle cruiser 19.
Attack position.

Admiral, four more enemy cruisers
have joined the blockade.

We've got to warn those fighters.

Commander, we've been caught in a trap!

You're overreacting, Admiral.
I can get us through.

-Blue Squadron, stay the course.
-We're all set, Blue Leader.

I'm ordering you to return to the ship!
We're going to need your help!

Ahsoka, it's too risky!
Get your pilots out of there!

-Sir, we've got their fighters surrounded.
-Good.

There's no turning around.

Did you train her not to follow orders?

Axe, are you still there?

Come on, boys, stay in formation!

I've got two on my tail!
I can't shake them!

I can't help you, Axe.
I've got my own problems!

(GROANS)

We're far too outnumbered!

They're breaking our lines!

Ahsoka, we are in trouble!
I order you back here!

All right, all right.

Let's go, squad.
Pull back to the command ship.

Why are we retreating?

We're not retreating.
We're following orders.

Intensify deflector shields.

There are too many.
We can't shoot them all down!

Fighter squadron, where are you?

Cool your jets, Admiral.

We're almost there.

-It's too late!
-Run for it!

Admiral, come in. Admiral!

-Hang on, Admiral.
-Get us out of here.

Get those fighters onboard
and prepare for lightspeed!

CLONE OFFICER: All fighters return.
We are preparing for lightspeed.

Uh, right. Axe, stand on it.

We only have a few seconds
to get on board.

Don't worry about me, Skipper.

Captain, the Republic space forces
are in retreat. Shall we pursue?

No. Do not break our formation.
Let those cowards run.

(GROANS)

My power converters. They're failing!

Just stay with me, Axe.

(ALARM BEEPING)

Overload! Overload!

(AXE SCREAMS)

Axe!

Close up the hangar doors. We're home.

Jump to lightspeed.

Get your squad together.
I need a head count.

We need to know
how many we lost today.

Ahsoka, I'm very disappointed in you.

You not only disobeyed the Admiral,
you disobeyed me.

I thought
I could knock out those battleships

so when Master Obi-Wan arrived,
he could get through.

I know you meant well, Snips,

but there's a bigger picture
that you're not aware of.

First rule of war,
listen and obey your superiors.

But sometimes you get carried away.

All that means is that I understand
what you're going through.

But I failed.

It was a trap, Snips. It wasn't your fault.

I lost so many of my pilots.

Take heart, little one.
That's the reality of command.

General, we're approaching
our staging area.

Very good, Captain.

Master Windu is requesting
a report on our progress.

Our progress, huh?
Well, we haven't made any progress yet.

I'll tell him, sir.

No, Rex. I'll tell him myself, thank you.

As soon as we tend to our wounded,
get me a damage report.

Right away, sir.

Now, Snips, I'm gonna need you to...

Captain, what is the status
of the enemy attack?

The Jedi were crushed, of course.

They fled the system,
their ships in flames.

I assure you, Emir,
our blockade is very much intact.

Congratulations are in order, Captain,
but do not underestimate the Jedi.

Commander, bring me the archive data
on General Skywalker.

-I need to learn more about our opponent.
-Roger, roger.

ANAKIN: They caught us by surprise,
Master. We were outnumbered.

How many men did you lose?

We lost a cruiser, the Redeemer,
plus an entire squadron of fighters.

And your Padawan?

No, Ahsoka is fine.
She's just recovering from the battle.

Losing her squadron was hard to take.

Give her time.

But, Anakin, you will need her help
if you are going to get through this.

I know.

Your forces have been cut in half,
Skywalker.

If you can't break that blockade
before the next planetary rotation,

we will have to postpone the invasion.

The Twi'leks on that planet
can't wait forever, Master.

The longer the Techno Union
keeps control of Ryloth,

the more difficult it'll be to free them.

I agree. We don't have much time.

Rex, see if you can find Ahsoka.

He is stable for now.

Admiral, I am so sorry.

They're all gone.

Commander Ahsoka,
General Skywalker is looking for you.

(DOOR CLOSES)

ANAKIN: No, Artoo, the other one.

(R2-D2 BEEPING)

Yeah, that's it.

This'll do it.

You wanted to see me, Master?

Ahsoka, hand me that socket plug.

Here.

Thanks, Snips. How are you feeling?

-Oh, I'm fine, Master. Just fine.
-That's good to hear.

I'm gonna need you level-headed
if we're gonna pull this thing off.

Pull this off? Pull what off?

I talked to Master Windu.

We are to proceed with our attack
on the blockade.

(STAMMERING) What? We can't! I mean...

Ahsoka, we have to break that blockade.

The Twi'leks on Ryloth
are depending on us.

I understand that, Master,
but we've lost so many men.

Did we get more support?

No. We have to make do
with the forces we have,

and I need to come up with a plan.

-You don't even have a plan?
-Don't worry, Ahsoka.

No! That's what you said last time,
and now everyone's gone.

-My whole squadron!
-Ahsoka...

We can't just smash
through that blockade!

(COMLINK BEEPING)

Skywalker here.

REX ON COMLINK: General,
the Defender is contacting us.

There seems to be a problem.

All right, Rex, I'll be right there.

Go back to your quarters and cool off.
We'll finish this talk later.

(R2-D2 BEEPING)

Not a conventional Jedi, to say the least,
it would seem.

Hmm.

-Commander!
-Yes, Captain.

Prepare all cannons and send the droids
to their battle stations.

Yes, sir.

Captain, are we under attack?

No, but if Skywalker's record
indicates anything, he'll be back.

(ALARM BLARING)

Trooper, what's going on?

The starship Defender
is being evacuated, sir.

-Evacuated? Why?
-I'm not sure, Commander.

We're on our way to help
General Skywalker in the hangar.

All right, men, all right. This way.

Come on, move it, move it! Let's go.
No time to waste.

Master, I'm almost afraid to ask.

I ordered the Defender evacuated.

-I can see that. Why?
-Actually, I got the idea from you.

Oh!

Great.

Rex, take over, will you?

You said we couldn't just smash
through the blockade.

I decided that's partly true.

You also implied
that my plans put a lot of people at risk,

-and I agree with you on that one.
-That's a first.

I decided the only way
we can break the blockade

is if I pilot the Defender right into their
battleship and take out the Commander.

-What?
-This way I'm the only one at risk.

Besides, the Defender is damaged already.

You can't be serious, Master. You'll die!

No, I won't. That's where you come in.

The enemy can't stop that ship
from taking them out.

Artoo and I will get in an escape pod
and jettison right before impact.

But the enemy fleet is right there!

I know, and I'll pretty much be defenseless
in an escape pod.

So I'm depending on you
to engage the remaining fleet

with the combined forces we have here.

Master, I... I can't.

If something goes wrong, I...
I can't be responsible for it.

You are responsible, Ahsoka.

These men are depending on you,
and this time, so am I.

But, Master, last time I thought...

Attention! Everyone, attention!

All right, men, listen up.

I'm taking over the Defender, and
I'm leaving Commander Ahsoka in charge.

She'll lead the second half of the mission

when we engage
what's remaining of the blockade.

-Try to leave some ships for us, General.
-(CHUCKLES) Will do, Rex.

Now, Commander Ahsoka will fill you in
on the full plan.

-Master, wait!
-Good luck.

Master!

REX: Awaiting orders, Commander.

I'll be on the bridge.

Well, you heard her, boys. Back to work.
Come on, move it. Move it!

-Commander on deck!
-At ease.

General Skywalker is contacting you.

All right, Ahsoka,
we're ready to get underway.

Master, are you sure
you won't reconsider this?

This is the only way. Trust me.

-Better fill us in, Commander.
-Right.

Count Dooku has assured me the Republic
forces are stretched thin in our sector.

They should be unable
to mount a counterattack.

Any attempt to do so would be suicide.

Still, I am certain
this Skywalker will return.

His ultimate defeat
shall be my greatest victory.

-You admire Skywalker?
-As a general, yes.

His record shows he is a great warrior,

and I want him to know
it is I who has beaten him.

Well, I have to say this plan
is questionable.

Yeah, but with their general destroyed
along with their battleship,

the droid commanders will be in chaos.

Only temporarily,

and there's still General Skywalker
to find in all that mess.

-I know, but...
-In our first attack,

we had three fully armed cruisers,
and we failed.

REX: I wish General Skywalker
had discussed this plan with us.

-The odds are very much against us.
-They always are.

Yes, but normally we have
General Skywalker to lead us and...

-I meant no offense, Commander.
-None taken.

Sir, an enemy ship is emerging
from hyperspace.

I knew he'd return.

-There is an incoming transmission, sir.
-Ah! Put it through.

Greetings, Captain. I'm Anakin Skywalker,
general of the Grand Army of the...

I know who you are, Skywalker.

Well, my reputation precedes me, then.

I have been ordered to surrender myself,

the entire crew of this vessel and my ship,

in exchange for safe passage of food and
medical supplies to the people of Ryloth.

A noble gesture, Jedi.

And your capture would make me
the envy of the Separatist fleet.

Sir, even if Skywalker is successful
and destroys the battleship,

how will we stand up to the combined
firepower of the remaining frigates?

I thought about that,
and, well, I have an idea.

Go ahead, Commander.

If we took the Resolute and angled
her hull against the incoming frigates,

the bridge and hangar deck would
be relatively safe from their attack.

We could draw them in and
then use the bombers to outflank them.

The bombers would be too fast,
and they would be trapped.

-Hmm. I'm not sure about this, Commander.
-I... I think...

If we were certain
the shields would hold...

Perhaps a different strategy.
We need to take more time and plan.

No! We don't have any more time!
Master Skywalker needs me now!

He needs us now.

The Commander is right.

I know this strategy is very bold,

but these circumstances
call for drastic measures.

-Then the strategy will work, sir?
-Well, will it?

Yes, it will.

We have completed
the scan of the enemy ship.

-And?
-The ship is heavily damaged.

All power is diverted
to the forward shields.

-There is only one life form onboard.
-What?

The ship is heavily damaged.
All power is...

No, you insolent scraphead!

Skywalker, what treachery is this?
You have nothing to bargain with!

(SCOFFS) In that case, I'll be going.

Oh. You can still have my ship.

Sir, there's a second Republic ship
entering the system.

She made it! Boost the engines
and let's get out of here.

(R2-D2 BEEPING)

When those two ships collide,
there'll be chaos.

We need that time
to get General Skywalker's pod

into the tractor beam.

Right, Commander.

I'll command the fighter squadron.
Wait for my signal to begin our attack.

REX: Yes, sir.

All cannons, fire! Fire!

(FIRING)

We can't stop it. What should we do?

-You stay here. I'll be back.
-Oh, that's great.

See, I told you it would work.

AHSOKA ON RADIO: Skyguy,
we're approaching your position.

Standby for retrieval.

Right on time, Ahsoka.

I don't think they're going to attack,
Commander.

-REX: We'll have to retreat.
-No, wait!

Remember, they are droids.
They're just a little slow.

They'll figure it out.

-I think the Captain left.
-Who's in charge?

-Not me.
-Not me.

-What should we do?
-Begin attack.

(FIRING)

The droids are attacking, sir.

Commander, on your order,
commence flanking maneuver.

Okay, boys. Here we go! Follow my lead.

-We've been outflanked!
-Affirmative.

(EXCLAIMING IN ALARM)

Attagirl, Ahsoka.

-Where is the Captain? What is going on?
-He's in an escape pod.

Idiots! Your blockade has been broken.

Uh, where are those escape pods?

(YELLING)

CLONE OFFICER: Commander, the invasion
fleet is coming out of hyperspace.

Ahsoka, this is Obi-Wan.
May we begin our landing?

Yes, Master.
You're cleared for ground assault.

I won't even ask
where the rest of Anakin's fleet is

or why he's in an escape pod.

That's probably for the best.

Rex, that reminds me. Send a shuttle
to pick up Master Skywalker.

(COMLINK BEEPS)

CLONE: General, you still there?

Yep, I'm just sitting here
watching the show.

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