Ezra went undercover as a cadet at the Imperial Academy to steal an encoder which contained the location of a powerful Kyber Crystal that the Rebels hoped to destroy. While there, Ezra made friends with two other cadets known as Zare Leonis and Jai Kell, who, too, were among the best cadets.
Under the teachings of Commandant Aresko, Ezra, Jai, Zare and along with five other cadets were put to their first test into climbing out of a training arena known as the Well, the first three who make it out would be given the honour of serving as aids in Imperial Headquarters and for those who make it out last would be serving Taskmaster Grint. The key to get out of the well was, is to jump from platform to platform while they are moving and with Ezra secretly using his force sensitive abilities, he made the whole thing look easy. The test became even more difficult when Aresko activated electrical shock traps. Ezra, Jai and Zare successfully made it out of the well and were declared the winners. They were rewarded with the honor of aiding at Imperial Headquarters, but were warned by Aresko that their next trial would be even more challenging.
Also undercover was Chopper disguised as an Imperial droid. He sent a message to Sabine and Zeb who were nearby; telling them Ezra passed the first test and was now inside Imperial Headquarters. Sabine passed on the message to Kanan and Hera who were standing by in orbit. After being left to perform their duties, Ezra headed for Agent Kallus’ office and while he was gone he snuck in a found the encoder he was looking for. However just before he could walk out, he was caught by Zare who stopped him from nearly triggering a security system if he tried to leave with the encoder. While everyone was sleeping, both Ezra and Zare admitted their true reasons for joining the Academy and decided to combine forces.
The next day, the Cadets were put to their second test which was to be even more challenging; in order to climb out they must shoot targets in order to activate the platforms. After Grint gave the countdown, the test began. The Cadets shot the targets activating the moving platforms and began to climb. One cadet known as Oleg was determined to win this and deliberately shot down one of his fellow Cadets. When Zare was close to failing, Ezra deliberately pushed Jai giving him the chance to make it out third. Aresko congratulates Ezra, Oleg and Zare, as well reminding them that in war there is no friendship, all that matters is victory at any cost. He told them their next trail would push all of them to their limits and the winners would be rewarded with a training session aboard an Imperial Walker.
With Ezra and Zera back in Imperial Headquaters, they worked together in stealing the encoder from Kallus’ office. While Zare distracted Kallus, Ezra used the force to eject the encoder and levitate it into his hands. After successfully getting the encoder, Ezra overheard Aresko speaking with The Inquisitor who planned to take Ezra and Jai into custody and give them some "special training". Knowing this could mean trouble, Ezra had Chopper deliver the encoder so the Rebels could complete their mission while he stayed behind to help Jai escape before The Inquisitor could take him away. At first Jai refused to leave but after being convinced that he may never see his mother again, he decided to go along with Ezra and Zare. Ezra’s plan was to pass tomorrows test together so they could use the Walker they will be on to escape.
Meanwhile, Kanan and Hera intercepted three Imperial Transport ships. Using the Phantom, Kanan distracted the TIE Fighters while Hera attempted to take out the middle ship carrying the Kyber Crystal. However, due to the heavy gunfire, Hera was having trouble in taking out the middle ship which was preparing to jump to hyperspace. Hera made one last attempt and just before the ship could jump, she successfully blew up the transport ship and along with it the Kyber Crystal shipment which produced a destructive shockwave, destroying everything in its surroundings. Back at the Academy, the Cadets engaged their final test and so far Ezra, Jai and Zara were winning until Oleg shot Ezra down, ending up last while Jai and Zara, including Oleg were declared the winners. Even though Ezra failed to win, he told Zara and Jai to stick to the plan. With Zara and Jai aboard the walker, Chopper gave an explosive signal to make their move. They took out the Pilot and Oleg, leaving the two Cadets in full control of the walker. As Jai and Zare attempted to flee with the walker, Aresko forced an attack on them. Ezra jumped aboard the Walker to hitch a ride but the Imperials succeed in shooting them down and Stormtroopers held Ezra at gunpoint. However Sabine and Zeb showed up and helped Ezra and Jai escape. Zare chose to stay behind to continue his search for his sister who went missing, possibly taken away by the Inquisitor.
- Taylor Gray as Ezra Bridger
- Freddie Prinze, Jr. as Kanan Jarrus
- Steven Blum as Garazeb Orrelios / Imperial Combat Driver
- Tiya Sircar as Sabine Wren
- Vanessa Marshall as Hera Syndulla
- Jason Isaacs as The Grand Inquisitor
- David Shaughnessy as Cumberlayne Aresko / Myles Grint
- David Oyelowo as Agent Kallus
- Dante Basco as Jai Kell
- Eric Lopez as Nazhros Oleg / Technician
- Bryton James ad Zare Leonis
- Liam O'Brien as Commander
- The cadet training course is heavily influenced by the Star Wars: The Clone Wars episodes "The Box" and "Clone Cadets".
- This is the first episode where Ezra doesn't wear his orange jumpsuit.