With a huge Imperial blockade surrounding Lothal, ready and waiting, Hera Syndulla led a squadron of twenty-four fighters, a mixture of X-Wings and Y-Wings. Their mission was to destroy the Imperial factory on the surface, but they would have to get pass the blockade first. The Rebels moved in and engage incoming TIE Fighters. Meanwhile, the Rebels on the surface planted explosives and destroyed gun towers that protected the factory. Though outnumbered, Hera's squadron put up a good fight against the TIEs. Among the Rebel Pilots were Mart Mattin and his droid, R3-A3. Just then, Vult Skerris joined the fight in a TIE Defender Elite. He easily took out two X-Wings, and then pursued Hera. She found herself outmatched by Skerris' TIE. So she took a daring move by charging towards one of the Star Destroyers. Thrawn saw her cunning plan, and ordered Skerris to break off his pursuit. Skerris refused to break off, which to Thrawn was unfortunate for him. With nothing more to say, Thrawn gave the order to open fire on Hera, even though Skerris would be in the line of fire. Hera's shields were taken out, and so were Skerris'. With Skerris now vulnerable, Hera made her move. She flew over Thrawn's Star Destroyer while Skerris went around. Then out of nowhere, she took a shot at Skerris, and caused him to crash into a Light Cruiser which collides into another Star Destroyer. The Rebels had their opening, and broke through the perimeter surrounding Lothal. However, as they entered the atmosphere, another squadron of TIEs intercepted them.
The Rebels on the surface were far outside the Capital, waiting to see Hera's squadron fly over. They spotted them, but discovered all fighters had been destroyed. A few managed to crash land into Capital City, including Hera. When Thrawn heard word of this, he ordered Rukh to capture the pilots alive, especially Hera. In the City, Hera and Chopper retreated into the city streets with Imperials on the look out for them. Chopper was unable to contact Kanan with a damaged transmitter. Meanwhile, Kanan instinctively decided to go back to save Hera alone while the Rebels headed back to base. At the same time he crossed paths with a Loth-Wolf. Rukh had already caught one Rebel Pilot, and brought him to Governor Pryce for interrogation. After hearing that Hera was on the run, she ordered the whole district to be locked down, and have it torn apart building by building until she was found.
Roaming the streets and dodging Imperial Forces, Hera and Chopper found Mart and saved him from Stormtroopers. Unfortunately, his droid was immobilized while trying to protect Mart. They fit R3's transmitter onto Chopper, but even though it worked he could not send a signal due to the Empire jamming all frequencies. So the three of them got moving, but got attacked by Rukh. Leaping from building to building, Rukh chased Hera, Mart, and Chopper through the streets, looking for the nearest sewer hatch. He engaged them in physical combat, and easily over powered the two pilots, only for him to retreat when Chopper electrified him. They found a sewer hatch, only to find it guarded by a Walker and two Stormtroopers. In order to get to it, Mart lured the Troopers and the Walker away, by getting them to chase him. Chopper moved in to open the hatch, and Hera used a speeder to knock the walker down. Chopper got the hatch opened, and the three of them head down into the sewers. However, Rukh showed up and engaged Hera. As reinforcements moved in, Here ordered Mart and Chopper to leave without her, and they reluctantly did so. Hera put up a fight, but Rukh beated her just as Governor Pryce showed up, who stun her after a first meeting.
By morning, Mart and Chopper made it out of the city, and met up with Kanan. They told him that Hera had been captured, and both expressed their regret for leaving her. Kanan assured no one was at fault, with confidence that there was still a chance to save her.
- Taylor Gray as Ezra Bridger
- Freddie Prinze, Jr. as Kanan Jarrus/Phoenix Five "Duke"
- Vanessa Marshall as Hera Syndulla
- Tiya Sircar as Sabine Wren
- Steven Blum as Garazeb Orrelios/Woldar/Stormtrooper #1
- Clancy Brown as Ryder Azadi
- Lars Mikkelsen as Thrawn
- Zachary Gordon as Mart Mattin/Imperial Technician #1
- Mary McGlynn as Arihnda Pryce
- Warwick Davis as Rukh
- Mario Vernazza as Vult Skerris
- Anna Graves as Citizen/Phoenix Four "Cleat"
- Dave Filoni as Imperial Technician #2
- Stephen Stanton as Stormtrooper Commander/Stormtrooper #2/Transport Driver
- Vult Skerris and R3-A3 are killed off in this episode.
- This episode marks the first appearance of the X-Wing Starfighters.