Aboard the Ghost, Kanan and Ezra enter the common room to learn how to levitate objects, specifically Chopper. Following Kanan's teachings, Ezra tries to lift Chopper with the Force. What the two Jedi don't realize is that, as a prank set up by Sabine and Chopper, the droid has his feet locked to the floor; no matter how hard Ezra tries, he cannot lift the droid. Ezra finally gives up, only for Rex to reveal the prank as the perpetrators laugh. Ezra calls the trick unfair, but Kanan asserts that a fight is never fair. Rex tells him more about the Jedi General he fought beside and how he became a great warrior by combining The Force with his wits. Kanan tells Rex that Ezra has plenty of wits, and what he really needs is discipline. Before it can turn into an argument between the two, Hera shows up with a mission for Sabine, Chopper and Zeb to salvage some medical supplies from an old Republic medical base. As Kanan and Rex continue to argue over how Ezra should be taught, the padawan decides to sneak away and join Sabine, Chopper and Zeb on their mission. They board the Phantom and depart from the fleet.
They arrive at their destination, which turns out to be an old Republic medical station that was abandoned after the Clone Wars. They approach the hanger bay doors and, using the codes given by Rex, the doors open and they land. After exiting the Phantom, they find the station to be powerless as well dark and unsettling. To get some power running, the four of them go in search of the command center. The hallways are dark, quiet and everywhere they go they come across a lot of scattered parts and machines that were left behind after the station was abandoned. Unbeknownst to them, a mini probe droid tracks their every move. The Rebels soon find the command center and Chopper powers up the entire station, despite Sabine only needing the control panel. Meanwhile, a nearby Imperial Fleet detects the station's power signature. The officer reporting suspects it to be the Rebels, but Kallus dismisses that possibility, as it could be anything, such as a malfunction or scavengers. However, the Fifth Brother states it is the Rebels they seek and sets out alone for the station. Back at the station, Sabine has managed to get all the inventories but most of them are corrupted and unreadable; she is unable to tell where the medical supplies are and is unsure if they even exist. So Ezra suggests they go looking for the supplies while Chopper stays behind to try and repair the files. All alone, Chopper hears a strange noise echoing through the hallways and decides to investigate. Turning to another corridor he continues to follow the sound until he is cornered by a small probe droid that electrocutes him. Although down, Chopper manages to send out a distress call to the others. To reach him faster, Ezra and Sabine take a shortcut through the ventilation shaft but Zeb ends up getting stuck while trying to follow. Ezra and Sabine soon find themselves in another hallway and begin looking for Chooper. Instead of finding their droid, they come across the probe droid and a woman standing in the shadows. At first Ezra suspects she's a bounty hunter, but after activating her Lightsaber she is revealed to be an Inquisitor known as the Seventh Sister.
Ezra engages the new Inquisitor in a fight while Sabine takes on the probe droids. Quickly overpowered, they make a run for it and bump into the Fifth Brother. After getting a shut door open, the two of them attempt to flee but Ezra is caught by the probe droids. Sabine tries to save him but Ezra tells her to run. To cover her escape he seals the door, leaving him to be captured by the two Inquisitors. The Fifth Brother tries to kill him but the Seventh Sister wants to use him as bait to trap the others. Sabine finds her way back to Zeb who is still stuck in the ventilation. After helping him get unstuck, Sabine tells him about the two Inquisitors who have captured Ezra. Zeb suggests they alert Kanan but Sabine is against making contact with the others as sending a signal could compromise the fleet. They are left with no choice but to save Ezra themselves. Meanwhile, Ezra remains captive to the Seventh Sister, who voices how impressed she is with Ezra's skills as a Jedi and offers to teach him much more, noting that his mentor had never reached the rank of Jedi Knight and is thus ill-qualified to instruct a Padawan. Ezra then cites Kanan's defeat of The Grand Inquisitor, something that the Seventh Sister admits was unexpected but presented the other Inquisitors with "new opportunities."
In the hallways, the Fifth Brother continues searching for Zeb and Sabine with the probe droids. Through the Force he senses their presence nearby and approaches them. Zeb and Sabine have planted thermal detonators nearby but when Sabine tries to trigger them they don't go off. The Fifth Brother uses the Force to throw the detonators at Zeb and Sabine. Both of them survive the explosion but the blast leaves Sabine unconscious and is taken away by the Fifth Brother, leaving the probe droids deal with Zeb. Single-handedly, Zeb destroys the droids and finds the medical supplies they came for. Back at the command center, the Seventh Sister interrogates Ezra in an attempt to get him to reveal the location of the other Rebels, most notably Ahsoka Tano, whom she reveals the Inquisitors are fully aware of. Despite her best efforts, Ezra refuses to cooperate. Just then, the Fifth Brother shows up with Sabine. The Seventh Sister tells Ezra to contact the Rebels but he again refuses to cooperate. After finding Chopper, Zeb returns to the Phantom the get his Bo-Rifle, but doesn't think he will stand chance against two Inquisitors. Nonetheless, he refuses to leave Ezra and Sabine to their fates.
Zeb sends a false message to Ezra and Sabine under the name of "Commander Meiloorun". He says they missed their check in and asks if their craft is damaged leaving them stranded, offering support. Sabine denies any support, but after the Fifth Brother threatens to decapitate her head Ezra reconsiders the offer. With instructions to meet at Bay six, the Inquisitors take their captives to the hanger bay with plans to dispose of them all once they have the Rebels. Upon arriving at the hanger, Ezra and Sabine spot Zeb in the Phantom, hanging upside down on the ceiling. When the Probe Droid spots him as well, Zeb causes a commotion that enables Ezra and Sabine to escape from the Inquisitors' clutches and board the Phantom. They escape with most of the medical supplies and return safely with the Rebel Fleet . Upon returning, they tell Kanan, Hera and Rex about the two Inquisitors they encountered, much to Kanan’s shock, as he was unaware that there was more than one Inquisitor.
- Taylor Gray as Ezra Bridger
- Steven Blum as Garazeb Orrelios/Imperial Technician #1
- Tiya Sircar as Sabine Wren
- Freddie Prinze, Jr. as Kanan Jarrus
- Vanessa Marshall as Hera Syndulla
- Dee Bradley Baker as Rex/Kassius Konstantine
- Philip Anthony-Rodriguez as The Fifth Brother
- Sarah Michelle Gellar as The Seventh Sister
- David Oyelowo as Agent Kallus
- The third Inquisitor, knowns as the Seventh Sister, makes her debut appearance in this episode.
- The episode's title is a reference to the line quoted by Master Yoda in The Phantom Menace.
- Fittingly (though largely coincidentally) timed for an Halloween release, this episode was envisioned as a "haunted house" type story, with dangers lurk in the dark.
- Admiral Konstantine's hushed complaints about the Fifth Brother are meant to make clear the separation between military and spirituals sensibilities within ranks of the Empire. Officers like Admiral Motti would have similar misgivings towards Darth Vader in the feature films.
- Kallus's dismissal of Konstantine's findings was similar to Admiral Ozzel's dismissal of Captain then Admiral Piett's findings in The Empire Strikes Back.
- The medial space station is based on the same design seen in Star Wars: The Clone Wars movie and as the Kaliida Shoals Medical Center in season one of the Clone Wars series.
- The Seventh Sister reveals that the Inquisitor from season one was the Grand Inquisitor, the leader of the Imperial Inquisition.
- Though largely similar in design to the Grand Inquisitor's weapon, the new Inquisitors have spinning lightsabers with unique patterning and details.