Skywalker's starfighter lands on Naboo, and he and Padmé Amidala have a moment as she sees his facial scars for the first time. They proceed to spend the night together.
Obi-Wan Kenobi wakes in an uncomfortable trench, as CommanderCody reports that their barrage on the nearby droid base might succeed in lowering the shields in about three months. Kenobi points out that they have been there a month already, to which Cody replies that they are right on schedule. Skywalker enters bearing "lunch", a cloth full of live insects and worms, which he casually reports he got from inside the CIS base. The two Jedi make their way through the sewers under the base. Skywalker wants to fight the droids, but Kenobi simply blows up the shield generator by using small spherical bombs and pointing out that there are alternatives to fighting. With the shield down, their forces invade the CIS base.
On Kashyyyk, two Wookiees, Tarkov and his son Jaccoba are hunting when they come across a camouflaged CIS droid invasion army. Across the galaxy, the droid armies continue their relentless invasion.
Dooku and Grievous spar.
In an unknown location, CountDooku spars with GeneralGrievous, urging him to use more unorthodox bladework. As Dooku disarms Grievous and advises him that he can only maintain his edge if he has fear, surprise and intimidation on his side, a hologram of Darth Sidious appears, commenting on Dooku's wise counsel. When Grievous reports that the Jedi numbers are thinly stretched across the Outer Rim in an effort to contain their attacks, Sidious congratulates them, and orders Grievous to begin his "special mission".
On the conquered battlefront, Kenobi and Skywalker receive an urgent message from Supreme ChancellorPalpatine and Mace Windu on Coruscant. Informed that liberated systems were retaken by the Separatists, and that Palpatine's spies have located General Grievous on the planet Nelvaan.
Landing on Nelvaan.
Kenobi's battle fleet arrives in the system, where they detect no enemy forces on the planet surface, but find the planet in the grip of a sudden ice age, accompanied by some strange geothermal readings. Landing on the planet surface to investigate, a massive Horax creature attacks them, quickly decimating their squad of clone troopers. Despite Kenobi's warning, Skywalker kills the Horax single-handed. In the wake of the Horax's death, a tribe of Nelvaanians suddenly appears, with a young male at the forefront who is very angry at Skywalker's actions.
It is implied that Luke and Leia are conceived in this episode.
Grievous uses K'Kruhk's lightsaber to fight Dooku as the spikes are visible when he puts it back in his belt.
Although it is not seen in this episode how Anakin received his scar, it was revealed prior to this episode's airing that the scar was the result of a rematch with Asajj Ventress on Coruscant.
The line said by Obi-Wan in this episode, "My, what an incredible smell you've discovered!" is an homage to Han Solo's similar line in Episode IV. Likewise, "There are alternatives to fighting" is an homage to his own line in the film as the Millennium Falcon is being tractored into the Death Star.
The rainy Separatist planet the Third Systems Army lays siege to has not yet been named, as well as several other planets in the same episode. Some presumed it to be Cato Neimoidia, although this is incorrect.