In Malgan Market, a hooded Ahsoka Tano surreptitiously drops a satchel containing a holographic projector into the thick of the crowded town square. An enormous image of King Dendup emerges to address the gathered crowd, assuring them of the intentions of the rebels. With all attention focused on the hologram, Ahsoka disappears onto a nearby rooftop, where Lux awaits on ruping-back. Lux and Ahsoka fly away as the crowd turns against the battle droid patrols.

The ruping soars to the new rebel outpost in the highlands of Onderon. Lux reports that people are rioting in Iziz. Steela is concerned that the upcoming battle between the rebels and the Separatists cannot occur in the heart of the city, lest there be innocents caught in the crossfire. Saw counters that their enemy is in the center of Iziz, and that's where they need to fight.

King Dendup and Ahsoka agree with Steela's perspective. The war must be fought in the highlands. Dendup appoints Steela as the commanding general in the conflict. Steela is honored, and immediately gets down to business -- Lux doesn't even get a chance to congratulate her. But, upon seeing his reaction, Steela allows herself to drop her guard briefly, and gives Lux a deep kiss. "Just in case," she remarks.

Ahsoka watches this exchange and doesn't quite know how to react. As Lux mounts a ruping alongside her, she delivers a playful punch in the shoulder to show her support.

Back in Iziz, columns of black smoke rise from the buildings as rioting and unrest continue in the streets. From high above in the royal residence, King Rash watches this uprising. He worries about splitting his forces to police the streets and also strike the rebels in the eastern highlands, but General Kalani is confident the Separatist reinforcements -- which include deadly droid gunships -- will get the job done.

The battle of the Onderon highlands begins. Royal guards and insurgents dig in to repel the droid infantry. Saw leads a pack of ruping riders offering air support. Tandin leads a cavalry charge of dalgo-riding soldiers, while the heavy firepower comes from gunners riding on the backs of faambas. Steela watches from the highest spire, sniping at strategic battle droid positions.

The arrival of droid gunships breaks the rebel lines. Swarms of Separatist rockets shred through the ruping riders, and pound the heavy weapons emplacements. The rebels are not prepared for this firepower. Blaster shots ring off the shields projected by the gunships.

Steela, Lux, and Ahsoka retreat from the merciless barrage atop their rupings. Saw attempts to bomb a gunship, but to no effect. His ruping is shot down, and he crashes to the ground, to be rescued by General Tandin.

Ahsoka contacts Anakin and Obi-Wan via holo demanding assistance from the Jedi Council against this new weapon. But Obi-Wan refuses to send help -- the war on Onderon is strictly an internal affair. On Coruscant, Anakin disagrees strongly with Obi-Wan's stance. Anakin proposes a workaround: what if it was another, unallied party that offered assistance to the rebels?

Anakin pilots his Jedi starfighter to Florrum, where he contacts pirate chief Hondo Ohnaka. Hondo is eager to talk business, and he is intrigued when Anakin asks him to deliver a cargo of missiles illegally.

Back at the nest -- the rebel base in the highlands -- the retreating rebels convene to strategize. Steela orders the rebels to stagger their defenses approaching the camp, and to remain in small teams to avoid giving the gunships a target-rich battlefield. Lux again entreaties Ahsoka for help, but much to her disappointment she cannot get involved. Steela is nonetheless grateful to the Jedi.

Just then, a luxury yacht bearing Hondo Ohnaka's pirate banner lands outside the base. Ohnaka's brigands deliver crates packed with Sienar shoulder-launched missiles. After briefly flirting with Steela, Hondo promptly leaves the scene as droid weapons-fire erupts. A patrol of commando droids attacks, lured by the landing of Hondo's ship. The rebels quickly blast the droids apart and then focus on distributing their new weapons.

Commando droids riding atop a gunship perforate the rebel defenses at the nest, demanding to know the whereabouts of King Dendup. Volleys of rockets pelt the nest entrance. Inside, Dendup takes cover.

Winging back in a rush, Steela lobs a rocket at the gunship, but misses. The droid flier concentrates its fire on the young general. With the gunship distracted, King Dendup runs for it, but he is pursued on foot by commando droids. Meanwhile, Lux and Ahsoka arrive and enter the fray.

Steela finally shoots down the gunship, and runs to secure Dendup's safety. In his scramble, Dendup has run to a cliff edge. Steela blasts the last pursuing commando, saving the king.

Elsewhere, Saw nails another gunship with a rocket. The droid tumbles out of control, straight toward the precipice upon which Steela and Dendup stand. They duck for cover, narrowly avoiding the crashing vehicle. The weakened cliff-face collapses. Dendup jumps to safety, but Steela falls.

Steela desperately grasps onto the cliff-face. Saw looks on helplessly from below at his dangling sister. Lux and Ahsoka crawl toward the shifting cliff-side, reaching out to Steela. Ahsoka tries to grip her with the Force as Lux stretches out a hand. But the damaged droid gunship, with its last ergs of power, fires its laser cannon.

The blast pierces Ahsoka's shoulder. The Padawan cries in pain as she loses her grip on Steela. Steela falls to her death, her body smashed on the rocks below. Lux, Ahsoka, and Saw stare in wordless anguish at the loss of their beloved friend and leader. Saw mourns his sister's death, blaming himself. Lux assures him she knew the risks involved in freeing Onderon.

At the royal residence, King Rash addresses Count Dooku, calling the Separatist reinforcements a failure. Kalani accurately assesses the tactical situation -- to battle the entrenched rebels would take more time. Dooku is not interested in a prolonged war -- Onderon simply isn't worth it. He orders Kalani to withdraw his forces to Agamar and wrap up business here. Complying, Kalani coldly shoots King Rash dead.

Later at Yolahn Square, a mass wake is held that marks the death of Steela, the end of King Rash, and the end of the Separatist occupation. Thousands of Onderonians mark the occasion. Obi-Wan and Anakin attend to pay their respects, as well.

Ahsoka passes her condolences to Saw and Lux. Lux now sees that the Republic is the best ally for Onderon. King Dendup has appointed him as Senatorial representative for Onderon, and he will continue his mother's work of bringing the planet back into the Republic.