The Rebels of Lothal are now part of a larger rebellion, and together they undertake a mission to steal shield generators from the Empire to help defend their fleet. The Ghost crew, alongside the Phoenix Squadron, attack a group of Imperial Freighters and knock some supplies loose from one of the vessels. The Ghost secures the cargo and the fleet jumps into hyperspace upon the arrival of Imperial reinforcements. On Lothal, Minister Maketh Tua and Agent Kallus are discussing the steps that Tua is taking to locate the Rebels. Though Tua has increased security and instituted a planetary curfew, she correctly believes the Rebels have already left Lothal and that such draconian measures will not be effective. The conversation is interrupted by Darth Vader, who tells her that if the Rebels have left Lothal, then they need to be drawn back so the Empire can find them. Tua expresses reservations, and the Dark Lord tells her that she can relay her concerns to Governor Tarkin who has commanded her to visit him and account for her failures.
The crew of the Ghost return to the command ship where Commander Sato commends them for their work in securing fuel for the fleet in the raid; despite intelligence reports to the contrary, however, there were no shield generators aboard the Imperial freighter. Chopper then shows up carrying an urgent message from Jho, who presents Minister Tua to the Rebels. Tua believes her life is in danger and asks the Rebels for help in defecting from the Empire, and she offers vital Imperial information in exchange for their assistance. There is some disagreement among the crew as to whether they should undertake the mission, but Ezra insists on helping her, to which everyone agrees to.
The Rebels take a passenger shuttle and leave the Ghost behind with the fleet, under the assumption that the Empire can now track it. While on route to Lothal, they discuss their plan to rendezvous with Minister Tua in Capital City, where she is scheduled to leave on a shuttle to meet with Governor Tarkin. The rebels soon arrive on Lothal, and after landing in Capital City, the crew make their way towards the rendezvous point, where a number of Stormtroopers are guarding the shuttle. In order to distract the Stormtroopers, Kanan assaults one of the soldiers and steals his armor, allowing him to blend in as one of the Imperials. Kanan waits in position while Hera, Ezra, and Sabine head to the rooftops, where they can attack the Imperials from above. Tua soon arrives along with Kallus escorting her. The Rebels attack the Imperials and Tua runs for the shuttle, followed close behind by the Rebels. Once she is aboard, however, the shuttle explodes, killing the Minister. The Rebels are now forced to retreat and escape aboard their shuttle, but are shot down by an AT-DP walker. The Rebels go into hiding at Ezra’s old home, but they are soon found by the Empire, prompting the crew to escape just before the Stormtroopers set off a thermal detonator that destroys the house.
Under the assumption that the forces in the Imperial complex will be stretched thin due to deployments searching for the Rebels, the crew hatches a plan to sneak in and steal a shuttle, due to the lockdown preventing them from finding a civilian ship. Kanan retains his Stormtrooper disguise and Ezra impersonates as an Imperial Academy cadet, allowing them to enter the facility with crates containing the rest of the crew. Once safely inside the complex, the Rebels make their way to the complex's starport and find a shuttle to steal. They also find a number of military-grade shield generators, much like the ones they were searching for during the attack on the Imperial freighters. However, before they can escape, they are confronted by a squadron of Stormtroopers led by Darth Vader. As the Stormtroopers fight the other Rebels, Kanan and Ezra engage Vader in a Lightsaber duel, but despite their impressively improved fighting skills, they are no match for the powerful and experienced Vader, and are easily overpowered. Kanan is knocked out of the fight and Ezra attempts to fight Vader alone, but the Dark Lord uses the Force to pin him against a walker and bring Ezra's own lightsaber toward the Padawan's neck. Before Vader can kill Ezra, Kanan returns to the fight and engages Vader, but is again overwhelmed by the Dark Lord's power strikes. Sabine and Zeb throw thermal detonators onto AT-DP walkers, bringing them crashing down onto the Dark Lord, but he survives and uses the Force to lift the burning walkers off him. The crew retreats into the shuttle and fly out of the complex. After barely escaping with their lives, Ezra asks Kanan about Vader, who tells him that he is a Sith Lord, the ancient enemies of the Jedi. Knowing that Vader will have a blockade in orbit waiting for them, the Rebels decide they have to smuggle themselves off Lothal, and Hera suggests someone who could help them: Lando Calrissian.
Hera and Kanan contact Lando, who is currently off-world, and explain their situation. Despite his concerns for his mining business, Lando is willing to help them for a price. They agree to give him three of their shield generators, and Lando tells them to go to his farm where his droid will assist them. Upon arriving at Lando’s farm, Ezra notices smoke from Tarkintown. He grabs a speeder and heads in that direction, where he finds the charred remains of the settlement. Kanan arrives moments later and says the citizens have likely been taken into Imperial custody. All Ezra can sense is evil, and his master tells him that the city was destroyed in order to spread fear on Lothal. He feels that things are getting worse, much like they did during the Clone Wars, the difference being that the war had ten thousand Jedi protecting the galaxy, Whereas now they are two of the only Jedi known to still be alive facing off against an entire Empire. The two Jedi return to Lando’s farm, where Sabine explains that she and Lando’s droid have created sensor buoys that will replicate the signal of the shuttle and scatter Imperial forces when they try to track them. The Rebels leave the farm and make their way towards orbit, casting the decoys into the atmosphere as they head for space. The Rebels successfully make it past the blockade and into hyperspace, with a course set for the Rebel fleet. Unknown to the Rebels is that the shuttle contains a tracking device, one that Vader himself plans to use to track the Rebels to his true objective: the Rebel fleet, which is the reason why Vader allowed the crew to escape from Lothal instead of killing them.
Upon returning to the Rebel fleet, Chopper discovers the transmitter the Imperials planted on their shuttle just as Vader enters the area and engages the fleet. Phoenix Squadron move in to fight the Dark Lord, but Vader easily shoots many of the Phoenix Squadron forces down. As Vader attacks the command ship, the Ghost crew joins the fight aboard their ship. During the battle, Kanan and Ahsoka sense the Force is strong with the pilot of the TIE fighter and attempt to learn more about him through The Force. As they do so, Ezra begins to sense the same darkness that he felt on Lothal, realizing the TIE pilot is the Sith Lord they fought. Ahsoka feels something about Vader through the Force that terrifies her so much that she falls unconscious. She and Vader have sensed one another, and Vader realizes that Ahsoka, who was his Padawan when he was Anakin Skywalker during the Clone Wars, is still alive. As the battle nears its end, Star Destroyers come out of hyperspace and attempt to keep the Rebel fleet from leaving. Sato and his crew abandon the critically-damaged command ship and evacuate with the rest of the fleet, while the Ghost crew keeps Vader occupied. Syndulla pilots the Ghost between the two Star Destroyers, which activate their tractor beams in order to trap the ship. The Ghost jumps into hyperspace just in time, leaving Vader's TIE fighter to be captured by the tractor beams in its place.
After safely regrouping with the fleet, Kanan and Ezra speak to Ahsoka about their confrontation with Vader in Capital City. When Ezra asks Ahsoka if she knows who the Sith Lord is, she is somewhat unsettled about the topic and denies any knowledge of his identity. However, she does know he will be coming for the Rebels again in an effort to destroy them. Meanwhile, aboard the bridge of a Star Destroyer, Vader contacts his master, the Emperor, and tells him the Siege of Lothal was a success and the Rebels are now on the run. He also tells Palpatine that he has discovered that the apprentice of Anakin Skywalker is still alive and is in league with the Rebellion. The Emperor is pleased by this news and believes that Ahsoka could lead them to other lost Jedi, such as Obi-Wan Kenobi. The Emperor urges Vader to remain patient in finding his old Jedi Master, and orders him to dispatch another Inquisitor to hunt the Rebels down.
- Taylor Gray as Ezra Bridger
- Freddie Prinze, Jr. as Kanan Jarrus
- Steven Blum as Garazeb Orrelios
- Tiya Sircar as Sabine Wren
- Vanessa Marshall as Hera Syndulla
- Ashley Eckstein as Ahsoka Tano
- Billy Dee Williams as Lando Calrissian
- David Oyelowo as Agent Kallus
- Kath Soucie as Maketh Tua
- Keone Young as Jun Sato
- Matthew Wood as Phoenix One
- Dee Bradley Baker as Kassius Konstantine/Jho/Phoenix Three
- Sam Witwer as Palpatine/Imperial Officer/W1-LE
- James Earl Jones as Darth Vader
- Kanan is seen wearing Stormtrooper armor in this episode, a reference to when Luke Skywalker and Han Solo disguised themselves as Stormtroopers in A New Hope.
- This is the second Television Movie in the series, the first was Star Wars Rebels: Spark of Rebellion.
- Maketh Tua is killed off in this episode.
- Kanan's plan to "rob from the Empire, and give to the needy" likely references the stories of Robin Hood and his Merry Men.