1 00:00:18,385 --> 00:00:19,802 Turning the tide! 2 00:00:19,886 --> 00:00:23,639 As Separatist control over vital but isolated supply routes expands, 3 00:00:23,723 --> 00:00:28,060 Republic forces invade a key planet, the darkened world of Umbara. 4 00:00:28,228 --> 00:00:30,771 In the midst of helping Obi-Wan Kenobi's battalion 5 00:00:30,855 --> 00:00:32,314 conquer the Umbaran capital, 6 00:00:32,399 --> 00:00:35,150 Anakin Skywalker is called away to Coruscant. 7 00:00:35,235 --> 00:00:37,069 His battalion is temporarily placed 8 00:00:37,112 --> 00:00:39,697 under the command of Jedi General Pong Krell, 9 00:00:39,906 --> 00:00:42,241 a shrewd and temperamental leader. 10 00:00:42,784 --> 00:00:44,243 Krell's reckless strategy 11 00:00:44,285 --> 00:00:48,789 forced Captain Rex to retreat with his platoons in a disastrous defeat. 12 00:01:11,229 --> 00:01:13,522 We have got to move before those fighters come back. 13 00:01:13,606 --> 00:01:16,150 Rex! Rex, over here! 14 00:01:18,611 --> 00:01:21,822 Jesse, take the right flank. Dogma, take the left flank. 15 00:01:31,124 --> 00:01:33,625 It'll be okay, buddy. This will ease the pain. 16 00:01:43,470 --> 00:01:45,387 The capital city's too fortified. 17 00:01:45,472 --> 00:01:47,389 We need your battalion to help us take it. 18 00:01:47,849 --> 00:01:51,060 Resistance from the Umbarans has been greater than anticipated. 19 00:01:51,144 --> 00:01:52,644 We're holding our ground at the moment. 20 00:01:52,854 --> 00:01:55,272 We've gathered intel on an airbase to the west. 21 00:01:55,315 --> 00:01:56,982 It is re-supplying the capital's defenses. 22 00:01:57,025 --> 00:01:58,150 Incoming! lncoming! 23 00:01:58,902 --> 00:02:00,569 Get down, get down! 24 00:02:02,989 --> 00:02:06,366 If you could capture that airbase, it will sever the capital's supply lines 25 00:02:06,576 --> 00:02:08,702 allowing the rest of our forces to move in. 26 00:02:09,037 --> 00:02:12,164 I'll see to it that the airbase is placed under our control. 27 00:02:12,582 --> 00:02:13,791 Remember, General Krell, 28 00:02:13,833 --> 00:02:17,711 the entire invasion depends on your battalion. 29 00:02:18,338 --> 00:02:20,964 Captain Rex, have those coordinates mapped 30 00:02:21,049 --> 00:02:23,300 and all troops ready to move out immediately! 31 00:02:23,343 --> 00:02:24,510 Yes, General! 32 00:02:49,119 --> 00:02:52,121 There's a base there, all right, and it's heavily guarded. 33 00:02:53,039 --> 00:02:55,290 At least three tank divisions, plus guns. 34 00:02:55,708 --> 00:02:57,918 We'll advance along the central gorge 35 00:02:58,002 --> 00:03:01,547 and engage their forces in a full-forward assault. 36 00:03:01,589 --> 00:03:03,215 The gorge is narrow, sir. 37 00:03:03,383 --> 00:03:06,468 We'll only be able to move our platoons in single squads. 38 00:03:07,095 --> 00:03:10,305 Perhaps a closer recon will tell us if there's a more secure route. 39 00:03:11,057 --> 00:03:14,351 Obi-Wan and the other battalions are holding off the enemy right now 40 00:03:14,561 --> 00:03:16,687 while they wait for us to take out this base. 41 00:03:17,063 --> 00:03:19,731 We don't have time to look for a more secure route. 42 00:03:21,317 --> 00:03:22,484 Yes, sir. 43 00:03:33,913 --> 00:03:35,581 All right, listen up. 44 00:03:35,623 --> 00:03:37,749 We'll assemble the squads into two divisions. 45 00:03:37,876 --> 00:03:40,919 We'll move straight up this gorge towards the airbase at the far side. 46 00:03:41,337 --> 00:03:43,088 The casualties are going to be high. 47 00:03:43,214 --> 00:03:44,923 Is Krell trying to get us killed? 48 00:03:45,091 --> 00:03:47,968 You know, I wasn't sure that Krell was crazy before, 49 00:03:48,052 --> 00:03:50,053 but now I'm positive. 50 00:03:50,346 --> 00:03:51,930 We had to retreat from the capital 51 00:03:52,015 --> 00:03:55,267 because the General pushed a flawed strategy. Now this? 52 00:03:55,602 --> 00:03:57,728 I don't know! Could be fun. 53 00:03:57,812 --> 00:04:00,439 Well, I, for one, agree with the General's plan. 54 00:04:00,648 --> 00:04:03,442 We're running out of time and this is the best option. 55 00:04:03,735 --> 00:04:08,155 No recon? No air support? We don't know what we're up against. 56 00:04:08,573 --> 00:04:10,866 They have weapons we've never seen before. 57 00:04:11,201 --> 00:04:14,369 A few of General Skywalker's plans seemed reckless, too, 58 00:04:14,621 --> 00:04:15,704 but they worked. 59 00:04:15,788 --> 00:04:19,958 Yeah, but General Skywalker is usually leading his men up in the front 60 00:04:20,210 --> 00:04:22,628 not bringing up the rear like General Krell. 61 00:04:22,962 --> 00:04:25,964 A full-forward assault would leave us too exposed. 62 00:04:30,637 --> 00:04:31,637 We have to look at other options. 63 00:04:31,721 --> 00:04:33,889 - It's going to be a meat grinder. - Fives. 64 00:04:38,811 --> 00:04:41,313 It would help if you eased their minds. 65 00:04:41,773 --> 00:04:45,150 What, you mean coax them into following another one of Krell's suicide missions? 66 00:04:45,276 --> 00:04:46,902 We lost a lot of men last time. 67 00:04:47,111 --> 00:04:50,781 Krell may do things differently, but he is effective in getting them done. 68 00:04:51,199 --> 00:04:52,616 He's a recognized war hero. 69 00:04:53,034 --> 00:04:56,662 He may have had some victories, but have you seen his casualty numbers? 70 00:04:56,704 --> 00:04:59,915 More troopers have been killed under his command than anyone else! 71 00:05:00,708 --> 00:05:02,167 That's the price of war, Fives. 72 00:05:03,253 --> 00:05:05,963 We're soldiers. We have a duty to follow orders and, 73 00:05:06,005 --> 00:05:09,091 if we must, lay down our lives for victory. 74 00:05:09,759 --> 00:05:11,385 You believe that, 75 00:05:11,469 --> 00:05:14,012 or is that what you were engineered to think? 76 00:05:14,055 --> 00:05:17,349 I honor my code. That's what I believe. 77 00:05:28,736 --> 00:05:32,030 - Is everyone clear on the plan? Hardcase? - Yes, sir. 78 00:05:32,073 --> 00:05:35,701 - Fives, are you clear? - Yeah. 79 00:05:35,910 --> 00:05:38,704 All right, get in your groups. Let's move out. 80 00:06:07,734 --> 00:06:10,610 Everybody stay alert. Fingers on the trigger. 81 00:06:14,657 --> 00:06:16,575 They look spooked. 82 00:06:18,453 --> 00:06:19,828 What the... 83 00:06:27,295 --> 00:06:29,212 Oh, skrag! 84 00:06:34,427 --> 00:06:35,427 Blast it! 85 00:06:56,741 --> 00:06:57,908 Look out! 86 00:07:00,119 --> 00:07:01,870 Its head is ray-shielded! 87 00:07:01,954 --> 00:07:03,789 We need rocket launchers! 88 00:07:14,967 --> 00:07:18,095 Mayday, mayday! Rex, we need rocket launchers now! 89 00:07:20,640 --> 00:07:23,266 Get those rocket launchers down there! Move it, troopers! 90 00:07:31,317 --> 00:07:33,485 - Take it, take it. - Thanks, buddy. 91 00:07:33,569 --> 00:07:35,821 I got him, I got him. 92 00:07:38,074 --> 00:07:39,491 Go! Go, go, go! 93 00:07:40,243 --> 00:07:41,618 Keep moving, keep moving! 94 00:08:09,063 --> 00:08:11,690 - That was close. - You got a point there. 95 00:08:11,858 --> 00:08:13,483 Move it, trooper. 96 00:08:16,320 --> 00:08:18,530 Everyone regroup, now! Take cover! 97 00:08:18,948 --> 00:08:20,407 Move it! Move it! 98 00:08:27,957 --> 00:08:30,876 We're safe for the moment, but they'll be coming around any second. 99 00:08:31,335 --> 00:08:34,546 Bring up the launchers, spread detonators along that corridor. 100 00:08:34,714 --> 00:08:38,133 Trap them into the bottleneck. We're going to blow those things sky high. 101 00:08:40,761 --> 00:08:42,554 Hurry up, we only have a few seconds. 102 00:08:49,437 --> 00:08:50,562 Here they come! 103 00:08:53,191 --> 00:08:54,566 Hey, come on! Over here! 104 00:08:54,609 --> 00:08:55,901 - Let's see how tough you are! - Hey! Hey! Hey! 105 00:08:55,943 --> 00:08:57,235 Right over here! 106 00:08:57,612 --> 00:08:58,737 Over here! 107 00:09:19,300 --> 00:09:21,259 We got her! We got them! 108 00:09:22,428 --> 00:09:24,846 Good job! All right, let's move out. 109 00:09:51,332 --> 00:09:53,708 That one's still got some juice in it, waste it! 110 00:09:53,793 --> 00:09:54,793 Sure. 111 00:10:01,801 --> 00:10:03,301 No juice left in him either. 112 00:10:08,307 --> 00:10:10,934 Hey! Still hungry? 113 00:10:11,394 --> 00:10:12,602 Chew on that! 114 00:10:16,023 --> 00:10:17,941 Everyone, keep moving. 115 00:10:19,193 --> 00:10:20,569 Hey, Kix, leave it. 116 00:10:43,175 --> 00:10:44,384 We've got a problem. 117 00:10:47,597 --> 00:10:50,056 Fall back! Fall back now! 118 00:11:06,490 --> 00:11:08,241 What are they doing? 119 00:11:08,618 --> 00:11:10,702 Captain, continue your attack! 120 00:11:10,786 --> 00:11:14,080 Sir, we're overpowered. We need reinforcements! 121 00:11:14,498 --> 00:11:17,500 The rest of the battalion is holding the entrance to the gorge, Captain. 122 00:11:17,585 --> 00:11:20,629 They're guarding it so your troops can break through to the airbase. 123 00:11:23,049 --> 00:11:25,550 - Sir, we can't possibly... - You must stand your ground! 124 00:11:25,593 --> 00:11:26,718 Do you read me? 125 00:11:26,886 --> 00:11:28,887 Captain, are you listening? 126 00:11:29,055 --> 00:11:31,806 Do not fall back! That is an order! 127 00:11:35,978 --> 00:11:38,396 The platoons are in the formation you requested, General. 128 00:11:38,773 --> 00:11:40,649 Should I send them to support Captain Rex? 129 00:11:41,067 --> 00:11:44,402 I'll give the order when I give it, Sergeant Appo. 130 00:11:56,165 --> 00:11:57,999 Keep the wounded as quiet as possible. 131 00:11:58,250 --> 00:12:00,919 All right, you heard the General. Let's go. 132 00:12:00,961 --> 00:12:02,754 You can't be serious. 133 00:12:02,922 --> 00:12:05,173 I used to think General Krell was reckless, 134 00:12:05,257 --> 00:12:07,467 but now I'm beginning to think he just hates clones. 135 00:12:07,551 --> 00:12:10,136 The Captain is right. Now let's move out. 136 00:12:11,097 --> 00:12:14,516 We can't take them head-on. We need to find another way. 137 00:12:14,725 --> 00:12:16,351 You got any ideas? 138 00:12:18,396 --> 00:12:19,688 Then this is it. 139 00:12:21,232 --> 00:12:23,566 Okay. Let's do it! 140 00:13:05,526 --> 00:13:07,736 The rocket launchers don't work on these things! 141 00:13:20,708 --> 00:13:23,001 Help me with the wounded! 142 00:13:25,838 --> 00:13:28,006 We got to get these guys out of here. 143 00:13:36,056 --> 00:13:37,682 Forget it, we have to leave them! 144 00:13:38,017 --> 00:13:39,184 We can't just leave them, sir! 145 00:13:39,268 --> 00:13:41,394 You don't have a choice. That's an order! 146 00:13:41,687 --> 00:13:43,521 You sound like General Krell. 147 00:13:45,441 --> 00:13:48,568 Look, Kix, it's more important to save yourself right now. 148 00:13:48,819 --> 00:13:51,404 if we survive, you can patch up the wounded later. 149 00:13:53,866 --> 00:13:55,658 We're finished. 150 00:13:55,701 --> 00:14:00,246 We've still got some fight left in us, Tup, and I've got an idea. 151 00:14:00,998 --> 00:14:02,081 What were you thinking? 152 00:14:02,291 --> 00:14:03,416 Remember what you were saying 153 00:14:03,501 --> 00:14:05,960 about finding another way to destroy those tanks? 154 00:14:06,045 --> 00:14:09,339 - Yeah. - Well, I have a mission for you. 155 00:14:10,174 --> 00:14:12,884 CT-7567, where are you? 156 00:14:13,135 --> 00:14:16,679 General Krell, we've come up with a plan to infiltrate the airbase. 157 00:14:16,722 --> 00:14:18,223 What is your plan? 158 00:14:18,432 --> 00:14:21,643 I've dispatched two men on a stealth incursion into the airbase. 159 00:14:21,727 --> 00:14:25,271 They've been ordered to co-opt starfighters and use them against the tanks. 160 00:14:25,439 --> 00:14:26,689 You what? 161 00:14:26,732 --> 00:14:29,609 You've put this entire assault on your hope 162 00:14:29,693 --> 00:14:33,154 that two clones can do what your entire group could not? 163 00:14:33,697 --> 00:14:36,074 Sir, the rocket launchers don't work on these tanks 164 00:14:36,325 --> 00:14:38,284 and it'll be easier to slip by undetected 165 00:14:38,369 --> 00:14:40,411 while the rest of us keep the tanks occupied. 166 00:14:40,579 --> 00:14:43,915 Captain, you will launch a full-forward strike immediately 167 00:14:43,958 --> 00:14:46,459 or you will be relieved of duty. 168 00:14:48,754 --> 00:14:50,588 We need to hold out as long as we can. 169 00:14:50,798 --> 00:14:54,133 I'm trusting Fives and Hardcase to pull this thing off. 170 00:14:54,844 --> 00:14:57,262 The second they spot us, I start blasting. 171 00:14:57,680 --> 00:14:59,931 Hardcase, can't you take it easy for once? 172 00:15:00,140 --> 00:15:02,851 Stick to the plan, instead of guns blazing. 173 00:15:03,143 --> 00:15:04,978 I'm sorry, it's just how I am. 174 00:15:05,104 --> 00:15:08,439 My commander on Kamino said my growth acceleration chamber had a leak. 175 00:15:08,732 --> 00:15:10,567 Made me hyper-active, I guess. 176 00:15:10,609 --> 00:15:12,193 Shh! There's the airbase. 177 00:15:18,993 --> 00:15:19,993 Hmm... 178 00:15:21,954 --> 00:15:23,413 Some kind of sensor wall. 179 00:15:28,627 --> 00:15:30,295 Use the tree to get over the sensor wall. 180 00:15:30,963 --> 00:15:34,632 Uh, how am I supposed to do this, exactly? 181 00:15:35,259 --> 00:15:36,259 Figure it out. 182 00:15:42,975 --> 00:15:45,977 "Figure it out, Hardcase. Figure it out." 183 00:15:46,103 --> 00:15:47,896 What's to figure out about climbing up a tree? 184 00:15:47,980 --> 00:15:49,689 How about you try it next time? 185 00:15:52,985 --> 00:15:54,569 Great, nice view. 186 00:16:00,117 --> 00:16:02,493 I prefer a good fight to all this sneaking around. 187 00:16:35,945 --> 00:16:38,905 Wow, I never actually thought that would work. 188 00:17:46,974 --> 00:17:49,100 So, how do I start this thing? 189 00:17:49,268 --> 00:17:51,811 Well, how should I know? Start pushing buttons! 190 00:18:10,956 --> 00:18:12,457 Glad these things are ray-shielded. 191 00:18:27,431 --> 00:18:29,390 I don't think I can do this! 192 00:18:35,522 --> 00:18:36,773 Watch out! 193 00:18:54,833 --> 00:18:56,751 Let's hope this trip was worth it. 194 00:18:56,960 --> 00:18:58,252 All right, let's go! 195 00:19:07,179 --> 00:19:09,847 Hey, Kix, put it down, you're wasting aim. 196 00:19:29,868 --> 00:19:32,745 - Clear out, Captain! - The big guns have arrived, sir! 197 00:19:48,637 --> 00:19:49,846 Take that! 198 00:20:01,400 --> 00:20:02,567 That's the stuff! 199 00:20:08,240 --> 00:20:09,907 Whoo-hoo! 200 00:20:10,742 --> 00:20:12,410 - Way to go, boys! 201 00:20:13,287 --> 00:20:14,704 Attaboy, Hardcase! 202 00:20:17,166 --> 00:20:18,583 All right, let's bring them home. 203 00:20:24,047 --> 00:20:25,298 Impressive. 204 00:20:25,841 --> 00:20:28,259 Sergeant, their defenses are down. 205 00:20:28,343 --> 00:20:31,721 Send in the rest of our forces. Attack the airbase! 206 00:20:32,014 --> 00:20:33,806 All units, move out. 207 00:21:04,338 --> 00:21:07,882 Despite Hardcase's flying, you two saved us all. 208 00:21:08,258 --> 00:21:09,508 That wasn't so tough. 209 00:21:09,801 --> 00:21:13,095 You sure? You looked a little green when you came out of that fighter. 210 00:21:14,306 --> 00:21:17,350 Captain. Report. What is our situation? 211 00:21:19,228 --> 00:21:22,980 General, we have taken the base and cut off enemy supply lines to the capital. 212 00:21:23,482 --> 00:21:28,736 Luck has smiled on you today, Captain. Consider yourself fortunate. 213 00:21:29,238 --> 00:21:33,491 It wasn't all luck, sir. A lot of men died to take this base. 214 00:21:33,784 --> 00:21:38,162 The price for such victory. Perhaps someday you'll realize this. 215 00:21:44,211 --> 00:21:45,544 Dismissed. 216 00:21:47,256 --> 00:21:50,091 He's the one who will never realize.