Though the droids have resealed the door to the medical bay, clones still try to break through. Rex armors up, but Ahsoka tells him to set his blasters for stun. "We're not trying to kill anyone," she says. She waits until just the right moment...

...and pushes the door forward at the clones with the power of the Force! Together, Ahsoka and Rex hold off the troopers, killing no one, and Tano commands R7 to find them a way out. The droid says that all escape pods have been destroyed; they'll have to commandeer a shuttle.

Meanwhile, Maul continues to stalk the ship, monitoring chatter over a stolen comlink. He storms the hyperdrive room, killing all in his path. In an awesome display of power, he brings the massive hyperdrive generators crashing down.

Ahsoka and Rex locate the bridge, stunning the various officers. They find the whole ship is on lockdown, and learn that the hyperdrive is destroyed. Caught in a nearby moon's gravitational pull, they must get off the ship, and soon. R7 opens the hangar doors and they locate a shuttle, but the clones are waiting.

Ahsoka and Rex debate whether they should destroy the soldiers, and Tano removes Rex's helmet to find him crying. She reiterates that while the clones may be willing to die, she will not be the one to kill them. But they will not surrender. Ahsoka has an idea...

Soon, Rex leads Ahsoka into the hangar as if she's his prisoner. The clones ready their weapons while Rex makes the case that the order is to destroy all Jedi -- and Tano is no Jedi. ARC trooper Jesse doesn't fall for it, and charges Rex with treason. But the diversion worked...

...as R7 drops the hangar lifts, sending most of the clones plummeting downward! Rex and Ahsoka battle the rest, but more trouble arises as Maul enters the hangar and makes a run for the shuttle.

Ahsoka tries to stop the dark warrior, but a powerful Force push sends Tano back and over the ledge. Yet just in time, G-G fires a grappling line and Ahsoka grabs on. As Tano dangles, she parries the clones' blasts while Rex provides cover, and finally gets back to ground level.

As Maul attempts to make his getaway, Ahsoka pulls the shuttle back with the Force. She lets go, however, as the clones blast one of the droids and the Republic attack becomes too much.

Ahsoka and Rex find themselves back to back, holding the troopers off. Finally, Tano spins her lightsabers in a downward circle, cutting a hole in the floor and dropping them downward.

On the hangar platform, G-G and CH-33P bring the lifts back up, and many clones with them in an effort to help their friends. Jesse and a squad of troopers go to the droids and open fire, destroying them without haste.

Ahsoka and Rex finally locate a ship -- a Y-wing bomber -- but once again, more clones arrive. Ahsoka gives Rex a push onto the ship, while she defends against the troopers -- but not before a blast tags her.

Upon entry into the moon's atmostphere, the bridge officers lose lateral control and the great cruiser begins to tear apart! The clones fall away from Ahsoka, and she makes a running jump for the ship.

But the Y-wing careens out of the gigantic vessel, and Ahsoka is thrown outside along with a sea of debris.

With Jedi skill, Ahsoka directs herself through the air, running along the plummeting cruiser and making her way toward Rex.

She leaps for the Y-wing and finally grabs hold before taking a seat in the gunner position.

Rex steers the ship clear of the cruiser. There are no victory cheers, only haunted looks upon their faces.

On the moon, Ahsoka and Rex bury the fallen clones. Tano reflects quietly before the graves and drops her lightsaber to the ground.

Some time later, the Empire comes to inspect the wreckage. Stormtroopers and probe droids search the landscape. All is quiet except for the mechanical breathing of their leader as he approaches the cruiser.

It is Darth Vader, enforcer of the new Emperor. He picks up Tano's lightsaber and ignites it, as an owl-like creature circles above. Vader stares at the ship for a moment, then turns to leave as his image reflects in the helmet of a dead clone trooper, before fading away.