1 00:00:18,893 --> 00:00:21,353 After suffering a series of disastrous defeats 2 00:00:21,438 --> 00:00:23,272 at the hands of General Grievous, 3 00:00:23,356 --> 00:00:26,734 the Republic's foothold in the Outer Rim is in jeopardy. 4 00:00:26,776 --> 00:00:29,445 Commissioned to protect the strategic world of Bothawui, 5 00:00:29,529 --> 00:00:31,739 Anakin Skywalker and his weary battle group 6 00:00:31,781 --> 00:00:33,615 are all that stands between the system 7 00:00:33,700 --> 00:00:36,201 and domination by the Droid Army. 8 00:00:41,958 --> 00:00:45,127 Among our most recent losses was the battle group at Falleen. 9 00:00:45,253 --> 00:00:48,714 The Separatist fleet commanded by General Grievous is headed your way. 10 00:00:48,798 --> 00:00:51,717 Seems like that coward always knows where and when to attack us. 11 00:00:51,801 --> 00:00:54,470 You're heavily outnumbered, Anakin. I advise retreat. 12 00:00:54,596 --> 00:00:57,473 If we run, the Separatists will take control of this sector. 13 00:00:57,599 --> 00:01:00,392 - I can't let them do that. - And that is your problem. 14 00:01:00,477 --> 00:01:04,438 Master Kenobi is right. We should regroup. We don't stand a chance against... 15 00:01:04,481 --> 00:01:07,441 - Ahsoka... - Suicide is not the Jedi way, Master. 16 00:01:07,776 --> 00:01:09,651 You should listen to your Padawan. 17 00:01:09,778 --> 00:01:13,655 As you listen to yours, my old master? No, we're going to stay and fight. 18 00:01:13,782 --> 00:01:16,492 And I think I know how to beat Grievous at his own game. 19 00:01:27,629 --> 00:01:29,463 Our spies were right, General. 20 00:01:29,506 --> 00:01:32,716 The Jedi have positioned a fleet beyond the planetary rings. 21 00:01:38,890 --> 00:01:42,851 Move our ships through the asteroid field to engage them. 22 00:01:42,894 --> 00:01:45,145 Through the field, sir? 23 00:01:45,188 --> 00:01:49,108 If we attack from above, they will have the advantage. 24 00:01:49,192 --> 00:01:52,027 So we will go through the rocks. 25 00:01:59,536 --> 00:02:04,456 - That didn't sound good. - All power to the forward shields. 26 00:02:04,541 --> 00:02:06,542 What if they attack us from behind? 27 00:02:07,293 --> 00:02:11,213 They can't. The asteroids will protect us. 28 00:02:23,226 --> 00:02:26,812 Gold Squadron, tighten formation. Slow approach. Let's draw them in. 29 00:02:26,896 --> 00:02:27,980 Yes, sir. 30 00:02:29,399 --> 00:02:32,151 Don't worry, Artoo. Grievous is falling right into our trap. 31 00:02:41,161 --> 00:02:44,079 Resolute command to Gold Leader. We are standing by. 32 00:02:44,247 --> 00:02:46,331 Enemy closing to Zone 6. 33 00:02:46,708 --> 00:02:49,126 - Patience, Ahsoka. Zone 4. 34 00:02:49,586 --> 00:02:50,669 Zone 3. 35 00:02:53,548 --> 00:02:56,466 General, we have a clear shot at their cruisers. 36 00:02:56,551 --> 00:02:59,136 Good. Good! 37 00:03:01,055 --> 00:03:03,265 They're right on top of us! Should we commence firing? 38 00:03:03,349 --> 00:03:05,350 Wait... Wait... 39 00:03:05,518 --> 00:03:08,770 Concentrate fire on the closest Republic cruiser. 40 00:03:09,147 --> 00:03:10,272 Roger, roger. 41 00:03:20,700 --> 00:03:21,742 We're outgunned! 42 00:03:21,826 --> 00:03:23,952 We're not gonna last a Mynock minute out here! 43 00:03:24,454 --> 00:03:26,747 Hang on, Ahsoka. We've got them right where we want them. 44 00:03:29,209 --> 00:03:30,751 Watch your stabilizer, Gold 6! 45 00:03:37,008 --> 00:03:38,884 It's no good. Incoming's too heavy. 46 00:03:42,055 --> 00:03:43,722 Gold Squadron, take evasive action! 47 00:03:43,890 --> 00:03:45,390 Sir, yes, sir! Breaking off! 48 00:03:49,187 --> 00:03:52,481 No, Artoo, we're not retreating. Good thing you gave us that extra power. 49 00:03:56,486 --> 00:03:58,237 Let's finish them off! 50 00:04:01,574 --> 00:04:04,743 Ahsoka, they're in position. Unveil our little surprise. 51 00:04:04,994 --> 00:04:08,413 Right away, Master. Rex, old boy, it's time you joined the party. 52 00:04:08,665 --> 00:04:10,499 With pleasure, sir. 53 00:04:19,676 --> 00:04:21,510 General, we've been outflanked. 54 00:04:22,929 --> 00:04:24,346 All units, fire at will! 55 00:04:30,353 --> 00:04:31,687 Impossible! 56 00:04:32,188 --> 00:04:34,022 Forward cannon, let them have it! 57 00:04:41,197 --> 00:04:42,364 This is too easy! 58 00:04:49,330 --> 00:04:50,872 Get us out of here! 59 00:04:50,999 --> 00:04:53,417 Uh, where are we supposed to go? 60 00:04:55,837 --> 00:04:59,756 Uh, General? Well, I guess I'm in charge now. 61 00:05:19,360 --> 00:05:20,402 Grievous! 62 00:05:25,033 --> 00:05:29,411 Let's finish this. All batteries, target that command bucket! 63 00:05:36,419 --> 00:05:38,587 He's powering up his hyperdrive, Artoo. Hang on! 64 00:05:42,091 --> 00:05:43,258 More speed, Artoo! 65 00:05:45,470 --> 00:05:47,596 See what you can do about that, buddy. 66 00:05:53,770 --> 00:05:54,936 Uh-oh. 67 00:05:55,772 --> 00:05:58,190 I got a bad feeling about this. 68 00:06:16,292 --> 00:06:19,795 - What happened? - You owe Rexster your skin, Skyguy. 69 00:06:19,879 --> 00:06:22,964 Just doing my job, sir. It was your plan that won the day. 70 00:06:23,299 --> 00:06:27,469 Grievous is AWOL, but his fleet of tinnies is nothing but spare parts. 71 00:06:27,553 --> 00:06:31,556 Good work, both of you. Where's Artoo? 72 00:06:31,641 --> 00:06:34,309 I'm sorry, Master, he's gone. 73 00:06:39,649 --> 00:06:43,402 Congratulations, Anakin. Your resourcefulness always amazes me. 74 00:06:43,486 --> 00:06:45,028 Thank you, Master. 75 00:06:45,113 --> 00:06:48,615 - You look troubled. - I lost Artoo in the field. 76 00:06:48,699 --> 00:06:53,203 Well, R2 units are a dime a dozen. I'm sure you'll find a suitable replacement. 77 00:06:53,287 --> 00:06:55,539 I could take a squad out there, track him down. 78 00:06:55,623 --> 00:06:57,541 Anakin, it's only a droid. 79 00:06:57,625 --> 00:07:00,168 You know attachment is not acceptable for a Jedi. 80 00:07:00,253 --> 00:07:03,422 It's not just that, Master. How do I put this? 81 00:07:04,465 --> 00:07:06,842 I didn't wipe Artoo's memory. 82 00:07:06,926 --> 00:07:11,012 What? He's still programed with our tactics and base locations? 83 00:07:11,055 --> 00:07:13,515 If the Separatists get a hold of him... 84 00:07:13,599 --> 00:07:16,518 What possessed you not to erase that droid's memory? 85 00:07:16,561 --> 00:07:17,936 Master Obi-Wan, 86 00:07:18,020 --> 00:07:20,355 sometimes Artoo having that extra information 87 00:07:20,398 --> 00:07:21,857 has come in handy. 88 00:07:21,941 --> 00:07:26,611 Well, then find that droid, Anakin. Our necks might very well depend on it. 89 00:07:26,696 --> 00:07:28,196 Right away, Master. 90 00:07:39,709 --> 00:07:41,042 You ready to go, Snips? 91 00:07:41,169 --> 00:07:44,880 Master, they just delivered your replacement astromech droid. 92 00:07:45,006 --> 00:07:46,882 This is R3-S6. 93 00:07:50,344 --> 00:07:54,097 I've heard that the new R3s are far faster in thinking skills 94 00:07:54,223 --> 00:07:57,058 and more powerful than the old R2 units. 95 00:07:58,895 --> 00:08:01,396 And best of all, Master, he's gold! 96 00:08:01,522 --> 00:08:05,567 A gold droid for Gold Leader of Gold Squadron? 97 00:08:06,194 --> 00:08:07,319 You can't replace Artoo. 98 00:08:08,571 --> 00:08:11,865 Don't worry, Goldie. You'll get to know him later. Come on. 99 00:08:21,834 --> 00:08:22,918 There's my ship! 100 00:08:30,218 --> 00:08:34,346 Artoo's gone. He must have escaped. He's gotta be around here somewhere. 101 00:08:35,181 --> 00:08:38,225 Artoo isn't on the scanners, but there is a ship out there. 102 00:08:45,691 --> 00:08:47,442 Looks like a Trandoshan scavenger, 103 00:08:47,527 --> 00:08:50,028 probably combing the battlefield for salvage. 104 00:08:50,112 --> 00:08:51,321 The historical texts say... 105 00:08:51,405 --> 00:08:54,741 Archive texts can only teach you a part of the picture, my young Padawan. 106 00:08:54,825 --> 00:08:57,369 You'll learn a lot more through some hands-on experience. 107 00:09:05,753 --> 00:09:06,878 Ugh! 108 00:09:07,129 --> 00:09:09,005 What's that smell? 109 00:09:09,090 --> 00:09:10,423 Ugh. 110 00:09:10,716 --> 00:09:11,967 You'll get used to it. 111 00:09:19,976 --> 00:09:22,978 Hey! We'd like to buy a droid. You selling? 112 00:09:35,324 --> 00:09:36,575 Ugh! 113 00:09:37,368 --> 00:09:40,662 We're looking for an R2 unit. You happen to pick up any recently? 114 00:09:40,746 --> 00:09:46,293 An R series? No, no, not for a long time. 115 00:09:46,460 --> 00:09:50,297 Pookums here really has her heart set on another R2. 116 00:09:50,339 --> 00:09:52,007 She lost the last one. 117 00:09:52,133 --> 00:09:54,342 "Pookums"? Oh, brother. 118 00:09:54,844 --> 00:09:59,014 Nice R3 unit. Trade for a C-14? 119 00:09:59,640 --> 00:10:03,476 - Not on your life, lizardo. - Now, let's see how much I have here. 120 00:10:04,812 --> 00:10:09,190 Tell you what, I may have an R2 unit buried somewhere in the hold. 121 00:10:12,361 --> 00:10:14,654 Help yourself, but be careful. 122 00:10:14,697 --> 00:10:18,325 There are many unique items down here. 123 00:10:36,886 --> 00:10:38,178 Master? 124 00:10:41,891 --> 00:10:44,976 These must be the unique items we were warned about. 125 00:10:45,061 --> 00:10:47,228 These assassin droids can be very unpredictable. 126 00:10:47,313 --> 00:10:50,315 They're switched off. They don't look so tough to me. 127 00:10:50,399 --> 00:10:54,569 Nothing looks tough to you. Take my word for it, they're deadly. 128 00:11:00,159 --> 00:11:03,578 R3, access the computer and find the inventory manifest. 129 00:11:03,663 --> 00:11:05,664 Artoo's got to be around here somewhere. 130 00:11:12,254 --> 00:11:13,922 - Did you hear that? - Hear what? 131 00:11:13,964 --> 00:11:16,591 - That sounded like Artoo! - How can you tell the difference? 132 00:11:16,676 --> 00:11:19,636 It came from down here. R3, get this open. 133 00:11:23,766 --> 00:11:26,935 - We don't need the lights on! - No, Goldie, the hatch. 134 00:11:26,977 --> 00:11:28,436 Never mind. I'll do it myself. 135 00:11:42,034 --> 00:11:43,952 Master! 136 00:11:48,708 --> 00:11:50,458 Goldie, shut these droids down! 137 00:11:54,463 --> 00:11:56,798 I'm afraid R3 is a little slow on the uptake. 138 00:12:15,735 --> 00:12:17,068 Back at you, piston head! 139 00:12:31,292 --> 00:12:33,585 You were right about the hands-on experience, gramps. 140 00:12:33,669 --> 00:12:36,796 - Much better than the archives. - Good job, but you missed one. 141 00:12:42,011 --> 00:12:43,595 As for you, stubby, 142 00:12:43,679 --> 00:12:45,597 you'd make a poor excuse for a light switch. 143 00:12:47,266 --> 00:12:50,310 - I'm sure he did his best. - His best to get us killed? 144 00:12:50,394 --> 00:12:51,936 Artoo would have never made that mistake! 145 00:12:53,189 --> 00:12:55,648 R3 can't even get the door open. 146 00:12:58,277 --> 00:12:59,944 A little late, stubby. 147 00:13:03,032 --> 00:13:07,202 If you didn't have a lightsaber, you'd be a dead man. 148 00:13:07,286 --> 00:13:09,746 - Where's my droid? - Master! What are you doing? 149 00:13:09,830 --> 00:13:11,539 R2's not here. 150 00:13:15,419 --> 00:13:17,253 Let's get out of here. 151 00:13:17,338 --> 00:13:20,632 I told you there were no R2 droids down here! 152 00:13:21,717 --> 00:13:25,762 Look at this mess you made! You owe me, Jedi! 153 00:13:28,974 --> 00:13:32,352 You'll be sorry you ever came aboard my ship, Jedi. 154 00:13:32,436 --> 00:13:35,605 I'm about to make your life miserable. 155 00:13:35,689 --> 00:13:36,940 What is it? 156 00:13:37,024 --> 00:13:40,276 I'm en route to the rendezvous point, General. 157 00:13:40,361 --> 00:13:43,530 I've got the merchandise you were looking for. 158 00:13:45,825 --> 00:13:50,411 It must be valuable. A Jedi came looking for it. 159 00:13:50,496 --> 00:13:54,165 Maybe it is worth more than we negotiated. 160 00:13:54,250 --> 00:13:56,292 Don't push me, slime. 161 00:13:56,377 --> 00:14:01,506 You bring that R2 unit to me as fast as you can get here, or else! 162 00:14:01,590 --> 00:14:05,134 Ah. Yes, of course, General. Just kidding. 163 00:14:09,640 --> 00:14:11,599 We have to assume that R2 was destroyed 164 00:14:11,684 --> 00:14:13,601 in the explosion that claimed your ship. 165 00:14:13,894 --> 00:14:16,104 - Yes, Master. - Our intelligence has confirmed 166 00:14:16,188 --> 00:14:18,982 that Grievous' spies have been intercepting our transmissions. 167 00:14:19,066 --> 00:14:22,443 He must have some sort of secret listening post out there somewhere. 168 00:14:22,528 --> 00:14:25,071 That would explain how he's been able to ambush our fleets. 169 00:14:25,155 --> 00:14:28,992 Split up your squadrons, Anakin. Find that base and destroy it. 170 00:14:29,076 --> 00:14:33,538 - It's as good as done, Master Kenobi. - May the Force be with you both. 171 00:14:36,333 --> 00:14:37,417 I'll sweep the outer corridor, 172 00:14:37,501 --> 00:14:39,627 while the rest of your ships focus on the center. 173 00:14:39,712 --> 00:14:41,504 Are you sure you want to go alone? 174 00:14:41,589 --> 00:14:44,382 I'm sure. More than one fighter will just draw too much attention. 175 00:14:44,466 --> 00:14:45,550 Yes, sir. 176 00:14:45,634 --> 00:14:48,386 Master, you'll need a droid to help you navigate. 177 00:14:48,721 --> 00:14:52,098 - I think stubby is defective. - Give him another chance, Master. 178 00:14:52,224 --> 00:14:56,185 This is the perfect time for you and him to, you know, bond. 179 00:14:59,815 --> 00:15:02,400 All right. Come on, stubby. 180 00:15:24,381 --> 00:15:26,925 May the Force be with you, Master. 181 00:16:21,897 --> 00:16:26,192 Removed your restraining bolt, have you? What were you up to? 182 00:16:29,071 --> 00:16:31,906 R3, have you verified those coordinates on the search grid? 183 00:16:37,246 --> 00:16:41,082 Okay, let's see what we can find. Activate long-range scanners. 184 00:16:45,170 --> 00:16:48,715 No, not the tracking beacon! Shut it down, R3! Shut it down! 185 00:16:52,928 --> 00:16:54,929 That's Master Skywalker's tracking beacon. 186 00:16:55,014 --> 00:16:56,180 What's he doing? 187 00:16:56,265 --> 00:16:58,766 Rex, get a hold of as many men as you can. 188 00:16:58,892 --> 00:17:00,560 Right away, sir. 189 00:17:03,772 --> 00:17:04,939 A- ha! 190 00:17:05,065 --> 00:17:07,734 There's our Jedi tracking beacon. 191 00:17:09,069 --> 00:17:13,614 Skywalker, now you have fallen into my trap! 192 00:17:14,116 --> 00:17:15,867 Why do I have to do everything? 193 00:17:18,454 --> 00:17:20,455 Let's hope Grievous didn't hear that. 194 00:17:23,959 --> 00:17:25,626 Yeah, he heard it. 195 00:17:29,256 --> 00:17:30,465 Time to leave. 196 00:17:32,760 --> 00:17:35,136 Plot a course out of here and prep the hyperdrive engines. 197 00:17:39,475 --> 00:17:41,976 What are you doing? I said, prep them, not drop them! 198 00:17:50,819 --> 00:17:52,653 Where's R2 when I need him? 199 00:17:52,738 --> 00:17:57,658 - Launch everything we have! - Sir, it's only one fighter. He can't escape. 200 00:17:57,743 --> 00:17:59,160 Everything! 201 00:18:12,508 --> 00:18:14,842 I know. I know! Missiles. 202 00:18:14,968 --> 00:18:16,302 I hate missiles. 203 00:18:16,345 --> 00:18:19,472 We're going on the offensive, R3. Get ready to cut the engines. 204 00:18:21,058 --> 00:18:22,558 Will you just do what I tell you? 205 00:18:28,524 --> 00:18:30,024 Hit the stabilizers, R3. 206 00:18:35,697 --> 00:18:38,866 - Hey, that was clever. - Silence! 207 00:18:38,992 --> 00:18:41,744 Move the cruisers into attack position. 208 00:18:43,580 --> 00:18:46,999 All right, R3. Let's get turned around before those fighters catch up to us. 209 00:18:56,593 --> 00:18:59,178 You know, if this ship blows up, you go with it! 210 00:19:01,557 --> 00:19:03,474 What do you mean, the laser guns won't fire? 211 00:19:09,231 --> 00:19:11,816 Cargo bay doors open. You better get inside. 212 00:19:11,942 --> 00:19:15,444 I'd love to, but R3's having a problem with the engines. 213 00:19:22,452 --> 00:19:25,580 Destroy those ships! Don't let them get away! 214 00:19:25,914 --> 00:19:28,416 - Let's give him some cover, boys. - Yes, sir. 215 00:19:36,175 --> 00:19:38,092 Steady. Almost there. 216 00:19:39,595 --> 00:19:41,596 I'm inside. Now let's get out of here, Ahsoka. 217 00:19:42,097 --> 00:19:46,100 Power it up, Rex. We're going right between those tin cans. 218 00:19:59,865 --> 00:20:02,825 Hit it, Rex. 219 00:20:06,288 --> 00:20:08,289 Uh, they got away, sir. 220 00:20:17,382 --> 00:20:20,509 Hey, Goldie. What did you think of your first adventure? 221 00:20:20,594 --> 00:20:23,804 I'll tell you what I think. I think I'm lucky to be alive! 222 00:20:27,100 --> 00:20:32,230 - Great! Now you hurt his feelings. - His feelings? What about R2? 223 00:20:36,068 --> 00:20:38,027 He's still out there. I know it.