1 00:00:18,435 --> 00:00:19,846 NARRATOR: Turning the tide! 2 00:00:19,937 --> 00:00:23,680 As Separatist control over vital but isolated supply routes expands, 3 00:00:23,774 --> 00:00:28,109 Republic forces invade a key planet, the darkened world of Umbara. 4 00:00:28,278 --> 00:00:30,815 In the midst of helping Obi-Wan Kenobi's battalion 5 00:00:30,906 --> 00:00:32,362 conquer the Umbaran capital, 6 00:00:32,449 --> 00:00:35,191 Anakin Skywalker is called away to Coruscant. 7 00:00:35,285 --> 00:00:37,117 His battalion is temporarily placed 8 00:00:37,162 --> 00:00:39,745 under the command of Jedi General Pong Krell, 9 00:00:39,957 --> 00:00:42,289 a shrewd and temperamental leader. 10 00:00:42,834 --> 00:00:44,290 Krell's reckless strategy 11 00:00:44,336 --> 00:00:48,830 forced Captain Rex to retreat with his platoons in a disastrous defeat. 12 00:00:55,722 --> 00:00:56,712 (SCREAMS) 13 00:01:11,280 --> 00:01:13,567 We have got to move before those fighters come back. 14 00:01:13,657 --> 00:01:16,194 Rex! Rex, over here! 15 00:01:18,662 --> 00:01:21,871 Jesse, take the right flank. Dogma, take the left flank. 16 00:01:24,251 --> 00:01:25,616 (GROANING) 17 00:01:31,174 --> 00:01:33,666 It'll be okay, buddy. This will ease the pain. 18 00:01:43,520 --> 00:01:45,431 The capital city's too fortified. 19 00:01:45,522 --> 00:01:47,433 We need your battalion to help us take it. 20 00:01:47,899 --> 00:01:51,108 Resistance from the Umbarans has been greater than anticipated. 21 00:01:51,194 --> 00:01:52,684 We're holding our ground at the moment. 22 00:01:52,904 --> 00:01:55,316 We've gathered intel on an airbase to the west. 23 00:01:55,365 --> 00:01:57,026 It is re-supplying the capital's defenses. 24 00:01:57,075 --> 00:01:58,190 CLONE: Incoming! Incoming! 25 00:01:58,952 --> 00:02:00,613 Get down, get down! 26 00:02:03,040 --> 00:02:06,408 If you could capture that airbase, it will sever the capital's supply lines 27 00:02:06,627 --> 00:02:08,743 allowing the rest of our forces to move in. 28 00:02:09,087 --> 00:02:12,205 I'll see to it that the airbase is placed under our control. 29 00:02:12,633 --> 00:02:13,839 Remember, General Krell, 30 00:02:13,884 --> 00:02:17,752 the entire invasion depends on your battalion. 31 00:02:18,388 --> 00:02:21,005 Captain Rex, have those coordinates mapped 32 00:02:21,099 --> 00:02:23,340 and all troops ready to move out immediately! 33 00:02:23,393 --> 00:02:24,554 Yes, General! 34 00:02:49,169 --> 00:02:52,161 There's a base there, all right, and it's heavily guarded. 35 00:02:53,090 --> 00:02:55,331 At least three tank divisions, plus guns. 36 00:02:55,759 --> 00:02:57,966 We'll advance along the central gorge 37 00:02:58,053 --> 00:03:01,591 and engage their forces in a full-forward assault. 38 00:03:01,640 --> 00:03:03,256 The gorge is narrow, sir. 39 00:03:03,433 --> 00:03:06,516 We'll only be able to move our platoons in single squads. 40 00:03:07,145 --> 00:03:10,354 Perhaps a closer recon will tell us if there's a more secure route. 41 00:03:11,108 --> 00:03:14,396 Obi-Wan and the other battalions are holding off the enemy right now 42 00:03:14,611 --> 00:03:16,727 while they wait for us to take out this base. 43 00:03:17,114 --> 00:03:19,776 We don't have time to look for a more secure route. 44 00:03:21,368 --> 00:03:22,529 Yes, sir. 45 00:03:33,964 --> 00:03:35,625 All right, listen up. 46 00:03:35,674 --> 00:03:37,790 We'll assemble the squads into two divisions. 47 00:03:37,926 --> 00:03:40,964 We'll move straight up this gorge towards the airbase at the far side. 48 00:03:41,388 --> 00:03:43,129 The casualties are going to be high. 49 00:03:43,265 --> 00:03:44,972 Is Krell trying to get us killed? 50 00:03:45,142 --> 00:03:48,009 You know, I wasn't sure that Krell was crazy before, 51 00:03:48,103 --> 00:03:50,094 but now I'm positive. 52 00:03:50,397 --> 00:03:51,979 We had to retreat from the capital 53 00:03:52,065 --> 00:03:55,308 because the General pushed a flawed strategy. Now this? 54 00:03:55,652 --> 00:03:57,768 I don't know! Could be fun. 55 00:03:57,863 --> 00:04:00,480 Well, I, for one, agree with the General's plan. 56 00:04:00,699 --> 00:04:03,487 We're running out of time and this is the best option. 57 00:04:03,785 --> 00:04:08,200 No recon? No air support? We don't know what we're up against. 58 00:04:08,623 --> 00:04:10,910 They have weapons we've never seen before. 59 00:04:11,251 --> 00:04:14,414 A few of General Skywalker's plans seemed reckless, too, 60 00:04:14,671 --> 00:04:15,752 but they worked. 61 00:04:15,839 --> 00:04:20,003 Yeah, but General Skywalker is usually leading his men up in the front 62 00:04:20,260 --> 00:04:22,672 not bringing up the rear like General Krell. 63 00:04:23,013 --> 00:04:26,005 A full-forward assault would leave us too exposed. 64 00:04:27,559 --> 00:04:29,425 (CLONES MUTTERING UNHAPPILY) 65 00:04:30,687 --> 00:04:31,677 We have to look at other options. 66 00:04:31,772 --> 00:04:33,934 -It's going to be a meat grinder. -Fives. 67 00:04:38,862 --> 00:04:41,354 It would help if you eased their minds. 68 00:04:41,823 --> 00:04:45,191 What, you mean coax them into following another one of Krell's suicide missions? 69 00:04:45,327 --> 00:04:46,943 We lost a lot of men last time. 70 00:04:47,162 --> 00:04:50,826 Krell may do things differently, but he is effective in getting them done. 71 00:04:51,249 --> 00:04:52,660 He's a recognized war hero. 72 00:04:53,084 --> 00:04:56,702 He may have had some victories, but have you seen his casualty numbers? 73 00:04:56,755 --> 00:04:59,964 More troopers have been killed under his command than anyone else! 74 00:05:00,759 --> 00:05:02,215 That's the price of war, Fives. 75 00:05:03,303 --> 00:05:06,011 We're soldiers. We have a duty to follow orders and, 76 00:05:06,056 --> 00:05:09,139 if we must, lay down our lives for victory. 77 00:05:09,810 --> 00:05:11,426 You believe that, 78 00:05:11,520 --> 00:05:14,057 or is that what you were engineered to think? 79 00:05:14,105 --> 00:05:17,393 I honor my code. That's what I believe. 80 00:05:28,787 --> 00:05:32,075 -Is everyone clear on the plan? Hardcase? -Yes, sir. 81 00:05:32,123 --> 00:05:35,741 -Fives, are you clear? -Yeah. 82 00:05:35,961 --> 00:05:38,749 All right, get in your groups. Let's move out. 83 00:06:07,784 --> 00:06:10,651 Everybody stay alert. Fingers on the trigger. 84 00:06:14,708 --> 00:06:16,619 They look spooked. 85 00:06:17,377 --> 00:06:18,367 (RUMBLING) 86 00:06:18,503 --> 00:06:19,868 What the... 87 00:06:27,345 --> 00:06:29,256 Oh, skrag! 88 00:06:29,639 --> 00:06:30,629 (SNARLING) 89 00:06:34,477 --> 00:06:35,467 Blast it! 90 00:06:56,791 --> 00:06:57,952 Look out! 91 00:07:00,170 --> 00:07:01,911 Its head is ray-shielded! 92 00:07:02,005 --> 00:07:03,837 We need rocket launchers! 93 00:07:09,346 --> 00:07:10,711 (CLONE SCREAMING) 94 00:07:15,018 --> 00:07:18,136 Mayday, mayday! Rex, we need rocket launchers now! 95 00:07:20,690 --> 00:07:23,307 Get those rocket launchers down there! Move it, troopers! 96 00:07:31,368 --> 00:07:33,530 -Take it, take it. -Thanks, buddy. 97 00:07:33,620 --> 00:07:35,861 I got him, I got him. 98 00:07:35,956 --> 00:07:37,162 (GROANS) 99 00:07:38,124 --> 00:07:39,535 Go! Go, go, go! 100 00:07:40,293 --> 00:07:41,658 Keep moving, keep moving! 101 00:08:09,114 --> 00:08:11,731 -That was close. -You got a point there. 102 00:08:11,908 --> 00:08:13,524 Move it, trooper. 103 00:08:16,371 --> 00:08:18,578 Everyone regroup, now! Take cover! 104 00:08:18,999 --> 00:08:20,455 Move it! Move it! 105 00:08:28,008 --> 00:08:30,921 We're safe for the moment, but they'll be coming around any second. 106 00:08:31,386 --> 00:08:34,595 Bring up the launchers, spread detonators along that corridor. 107 00:08:34,764 --> 00:08:38,177 Trap them into the bottleneck. We're going to blow those things sky high. 108 00:08:40,812 --> 00:08:42,598 Hurry up, we only have a few seconds. 109 00:08:42,981 --> 00:08:44,471 (BEEPING) 110 00:08:49,487 --> 00:08:50,602 Here they come! 111 00:08:53,241 --> 00:08:54,606 Hey, come on! Over here! 112 00:08:54,659 --> 00:08:55,945 -Let's see how tough you are! -Hey! Hey! Hey! 113 00:08:55,994 --> 00:08:57,280 Right over here! 114 00:08:57,662 --> 00:08:58,777 Over here! 115 00:08:59,622 --> 00:09:01,112 (ALL WHOOPING) 116 00:09:19,350 --> 00:09:21,307 We got her! We got them! 117 00:09:22,479 --> 00:09:24,891 Good job! All right, let's move out. 118 00:09:51,382 --> 00:09:53,749 That one's still got some juice in it, waste it! 119 00:09:53,843 --> 00:09:54,833 Sure. 120 00:09:58,556 --> 00:09:59,842 (GROANS) 121 00:10:01,851 --> 00:10:03,341 No juice left in him either. 122 00:10:08,358 --> 00:10:10,975 Hey! Still hungry? 123 00:10:11,444 --> 00:10:12,650 Chew on that! 124 00:10:16,074 --> 00:10:17,985 Everyone, keep moving. 125 00:10:19,244 --> 00:10:20,609 Hey, Kix, leave it. 126 00:10:43,226 --> 00:10:44,432 We've got a problem. 127 00:10:47,647 --> 00:10:50,105 CLONE: Fall back! Fall back now! 128 00:11:06,541 --> 00:11:08,282 What are they doing? 129 00:11:08,668 --> 00:11:10,750 Captain, continue your attack! 130 00:11:10,837 --> 00:11:14,125 Sir, we're overpowered. We need reinforcements! 131 00:11:14,549 --> 00:11:17,541 The rest of the battalion is holding the entrance to the gorge, Captain. 132 00:11:17,635 --> 00:11:20,673 They're guarding it so your troops can break through to the airbase. 133 00:11:23,099 --> 00:11:25,591 -Sir, we can't possibly... -You must stand your ground! 134 00:11:25,643 --> 00:11:26,758 Do you read me? 135 00:11:26,936 --> 00:11:28,927 Captain, are you listening? 136 00:11:29,105 --> 00:11:31,847 Do not fall back! That is an order! 137 00:11:36,029 --> 00:11:38,441 The platoons are in the formation you requested, General. 138 00:11:38,823 --> 00:11:40,689 Should I send them to support Captain Rex? 139 00:11:41,117 --> 00:11:44,451 I'll give the order when I give it, Sergeant Appo. 140 00:11:49,292 --> 00:11:51,624 (ALL SCREAMING) 141 00:11:56,216 --> 00:11:58,048 Keep the wounded as quiet as possible. 142 00:11:58,301 --> 00:12:00,963 All right, you heard the General. Let's go. 143 00:12:01,012 --> 00:12:02,798 You can't be serious. 144 00:12:02,972 --> 00:12:05,213 I used to think General Krell was reckless, 145 00:12:05,308 --> 00:12:07,515 but now I'm beginning to think he just hates clones. 146 00:12:07,602 --> 00:12:10,185 The Captain is right. Now let's move out. 147 00:12:11,147 --> 00:12:14,560 We can't take them head-on. We need to find another way. 148 00:12:14,776 --> 00:12:16,392 You got any ideas? 149 00:12:18,446 --> 00:12:19,732 Then this is it. 150 00:12:21,282 --> 00:12:23,614 Okay. Let's do it! 151 00:12:43,805 --> 00:12:44,795 (SCREAMS) 152 00:12:50,019 --> 00:12:51,555 (OFFICER SHOUTING ORDERS) 153 00:13:05,576 --> 00:13:07,783 The rocket launchers don't work on these things! 154 00:13:16,713 --> 00:13:17,703 (GROANING) 155 00:13:20,758 --> 00:13:23,045 Help me with the wounded! 156 00:13:25,888 --> 00:13:28,050 We got to get these guys out of here. 157 00:13:29,934 --> 00:13:31,550 (GROANING) 158 00:13:36,107 --> 00:13:37,723 Forget it, we have to leave them! 159 00:13:38,067 --> 00:13:39,228 We can't just leave them, sir! 160 00:13:39,319 --> 00:13:41,435 You don't have a choice. That's an order! 161 00:13:41,738 --> 00:13:43,570 You sound like General Krell. 162 00:13:45,491 --> 00:13:48,609 Look, Kix, it's more important to save yourself right now. 163 00:13:48,870 --> 00:13:51,453 If we survive, you can patch up the wounded later. 164 00:13:53,916 --> 00:13:55,702 We're finished. 165 00:13:55,752 --> 00:14:00,292 We've still got some fight left in us, Tup, and I've got an idea. 166 00:14:01,049 --> 00:14:02,130 What were you thinking? 167 00:14:02,342 --> 00:14:03,457 Remember what you were saying 168 00:14:03,551 --> 00:14:06,009 about finding another way to destroy those tanks? 169 00:14:06,095 --> 00:14:09,383 -Yeah. -Well, I have a mission for you. 170 00:14:10,224 --> 00:14:12,932 CT-7567, where are you? 171 00:14:13,186 --> 00:14:16,724 General Krell, we've come up with a plan to infiltrate the airbase. 172 00:14:16,773 --> 00:14:18,263 What is your plan? 173 00:14:18,483 --> 00:14:21,692 I've dispatched two men on a stealth incursion into the airbase. 174 00:14:21,778 --> 00:14:25,316 They've been ordered to co-opt starfighters and use them against the tanks. 175 00:14:25,490 --> 00:14:26,730 You what? 176 00:14:26,783 --> 00:14:29,650 You've put this entire assault on your hope 177 00:14:29,744 --> 00:14:33,203 that two clones can do what your entire group could not? 178 00:14:33,748 --> 00:14:36,115 Sir, the rocket launchers don't work on these tanks 179 00:14:36,376 --> 00:14:38,333 and it'll be easier to slip by undetected 180 00:14:38,419 --> 00:14:40,456 while the rest of us keep the tanks occupied. 181 00:14:40,630 --> 00:14:43,964 Captain, you will launch a full-forward strike immediately 182 00:14:44,008 --> 00:14:46,500 or you will be relieved of duty. 183 00:14:48,805 --> 00:14:50,637 We need to hold out as long as we can. 184 00:14:50,848 --> 00:14:54,182 I'm trusting Fives and Hardcase to pull this thing off. 185 00:14:54,894 --> 00:14:57,306 The second they spot us, I start blasting. 186 00:14:57,730 --> 00:14:59,971 Hardcase, can't you take it easy for once? 187 00:15:00,191 --> 00:15:02,899 Stick to the plan, instead of guns blazing. 188 00:15:03,194 --> 00:15:05,026 I'm sorry, it's just how I am. 189 00:15:05,154 --> 00:15:08,488 My commander on Kamino said my growth acceleration chamber had a leak. 190 00:15:08,783 --> 00:15:10,615 Made me hyper-active, I guess. 191 00:15:10,660 --> 00:15:12,242 Shh! There's the airbase. 192 00:15:19,043 --> 00:15:20,033 Hmm... 193 00:15:22,004 --> 00:15:23,460 Some kind of sensor wall. 194 00:15:28,678 --> 00:15:30,339 Use the tree to get over the sensor wall. 195 00:15:31,013 --> 00:15:34,677 Uh, how am I supposed to do this, exactly? 196 00:15:35,309 --> 00:15:36,299 Figure it out. 197 00:15:39,689 --> 00:15:40,850 (BEEPING) 198 00:15:43,025 --> 00:15:46,017 "Figure it out, Hardcase. Figure it out." 199 00:15:46,154 --> 00:15:47,940 What's to figure out about climbing up a tree? 200 00:15:48,030 --> 00:15:49,737 How about you try it next time? 201 00:15:53,035 --> 00:15:54,617 Great, nice view. 202 00:16:00,168 --> 00:16:02,535 I prefer a good fight to all this sneaking around. 203 00:16:18,519 --> 00:16:19,509 (GRUNTING) 204 00:16:35,995 --> 00:16:38,953 Wow, I never actually thought that would work. 205 00:17:25,670 --> 00:17:26,660 (BEEPS) 206 00:17:47,024 --> 00:17:49,140 So, how do I start this thing? 207 00:17:49,318 --> 00:17:51,855 Well, how should I know? Start pushing buttons! 208 00:18:04,875 --> 00:18:06,286 (EXCLAIMS) 209 00:18:11,007 --> 00:18:12,497 Glad these things are ray-shielded. 210 00:18:27,481 --> 00:18:29,438 I don't think I can do this! 211 00:18:35,573 --> 00:18:36,813 Watch out! 212 00:18:54,884 --> 00:18:56,795 Let's hope this trip was worth it. 213 00:18:57,011 --> 00:18:58,297 All right, let's go! 214 00:19:07,229 --> 00:19:09,891 Hey, Kix, put it down, you're wasting aim. 215 00:19:29,919 --> 00:19:32,786 -Clear out, Captain! -The big guns have arrived, sir! 216 00:19:45,101 --> 00:19:46,091 (EXCLAIMS) 217 00:19:48,688 --> 00:19:49,894 Take that! 218 00:19:50,439 --> 00:19:51,770 (WHOOPING) 219 00:19:55,528 --> 00:19:56,939 (EXCLAIMING) 220 00:20:01,450 --> 00:20:02,611 That's the stuff! 221 00:20:08,290 --> 00:20:09,951 CLONE: Whoo-hoo! 222 00:20:10,793 --> 00:20:12,454 -Way to go, boys! -(CHEERING) 223 00:20:13,337 --> 00:20:14,748 Attaboy, Hardcase! 224 00:20:17,216 --> 00:20:18,627 All right, let's bring them home. 225 00:20:24,098 --> 00:20:25,338 Impressive. 226 00:20:25,891 --> 00:20:28,303 Sergeant, their defenses are down. 227 00:20:28,394 --> 00:20:31,762 Send in the rest of our forces. Attack the airbase! 228 00:20:32,064 --> 00:20:33,850 All units, move out. 229 00:21:04,388 --> 00:21:07,926 Despite Hardcase's flying, you two saved us all. 230 00:21:08,309 --> 00:21:09,549 That wasn't so tough. 231 00:21:09,852 --> 00:21:13,140 You sure? You looked a little green when you came out of that fighter. 232 00:21:14,356 --> 00:21:17,394 Captain. Report. What is our situation? 233 00:21:19,278 --> 00:21:23,021 General, we have taken the base and cut off enemy supply lines to the capital. 234 00:21:23,532 --> 00:21:28,777 Luck has smiled on you today, Captain. Consider yourself fortunate. 235 00:21:29,288 --> 00:21:33,532 It wasn't all luck, sir. A lot of men died to take this base. 236 00:21:33,834 --> 00:21:38,203 The price for such victory. Perhaps someday you'll realize this. 237 00:21:44,261 --> 00:21:45,592 Dismissed. 238 00:21:47,306 --> 00:21:50,139 He's the one who will never realize. 239 00:22:33,018 --> 00:22:34,008 English - SDH