An Inside Man " An Inside Man " is the tenth episode of the animated television series " Star Wars Rebels " third season . It is the forty - seventh episode of the series overall . It aired on December 3 , 2016 on Disney XD . Official description . " Kanan and Ezra infiltrate an Imperial factory on Lothal , making shocking discoveries , while Grand Admiral Thrawn continues his plans to crush the growing rebellion . " Plot summary . Reunion on Lothal . It is nightfall on Lothal , and the Spectres Kanan Jarrus , Ezra Bridger and the astromech droid Chopper are waiting on a rooftop in a town just outside Lothal ' s Capital City . The city is under a heavy Imperial occupation , and its streets are being patrolled by stormtrooper s and AT - AT walkers . Imperial Star Destroyers patrol the skylines . Ezra , looking at the city through a pair of macrobinoculars , says that it ' s worse than their local rebel contact , Ryder Azadi , reported . As the three rebels wait , Chopper spots Ryder ' s landspeeder being pursued by two Imperial 614 - AvA speeder bike s and an AT - DP walker . Ezra and Kanan jump onto Ryder ' s speeder , while Chopper jets onboard with his rocket booster . The rebels almost run into a roadblock , and Ezra and Kanan struggle to cling on to the speeder ' s engine thrusters . Ryder is forced to do a U - turn towards the AT - DP . Ezra and Kanan use their lightsaber s to cut through the walker ' s legs , causing it to topple to the ground . Ryder ' s speeder is pursued by the two speeder bikes on the highway . When Ezra asks about the bikes , Ryder assures him that they don ' t need to outrun them because they just need to wait for the bikes to get to 190 . When Kanan asks what happens if they go up to 190 , Ryder tells them to watch and wait . Kanan asks if Ryder ' s speeder even goes up to 190 , and Ryder responds " sometimes " , asking the Jedi to " think fast thoughts " . Ezra and Kanan use their lightsabers to deflect the shots fired by the bikes . True to Ryder ' s promise , the engine of one of the speeder bikes overheats , causing it to explode , its flying debris taking out the other bike . Ryder tells his guests that those speeder bikes are from the local Imperial factory , and that he and his rebel cell have been infiltrating the factory to sabotage them . When Ezra and Kanan praise Ryder ' s work , Ryder responds that he can ' t claim credit , as a friend of Ezra ' s came up with the idea . The rebels travel to Ryder ' s stone circle hideout in Lothal ' s wilderness . There , Ezra encounters an old friend of his family , the farmer Morad Sumar . He observes that the boy has grown and cut his hair . He welcomes Ezra and tells him that his parents would be proud . Morad is joined by his wife Marida Sumar and the Ithorian bartender Jho , who make up Ryder ' s Lothal resistance . When Ryder asks Ezra about his plan , Ezra explains that Phoenix Cell is enlisting help from another rebel cell to take out the Imperial Armory Complex on Lothal . The Sumars and Jho cheer . When Ryder asks when the strike will take place , Kanan tells him soon , but that it depends on what they learn while they are there . Ezra says that their source , Fulcrum , has told them that the Empire is developing a new weapon . If they knew what it was , the other rebel cells would agree to launch an attack soon . Morad informs Ezra that the Empire has tightened security around Section A2 , and transferred the best workers there . When Kanan asks if Morad can get them inside the factory , he asks if Ezra has any manufacturing experience . When Ezra admits that he doesn ' t , Ryder responds that he will fit right in . Thrawn ' s inspection . Morad and a disguised Kanan , Ezra and Chopper enter the Imperial factory , which manufactures AT - AT walkers and TIE fighters . Governor Arihnda Pryce , Agent Kallus and Lieutenant Yogar Lyste have summoned the workers at the factory for an inspection . Pryce orders Kallus to make sure the workers are all present . Ezra recognizes Governor Pryce as Kallus ' new boss , who Sabine Wren had told them about . Kallus tells the workers to look sharp , because they have been honored to receive an inspection from Imperial High Command . The inspector turns out to be Grand Admiral Thrawn , who does not regard his visit as an honor . Thrawn tells the workers that vehicles produced by the Lothal factory have a far higher rate of malfunctioning than those produced at others . He believes that poor craftsmanship is to blame , and states that it has caused the Empire to lose troops and missions . Thrawn warns that such malfeasance will not be tolerated any longer . He then addresses Morad , who answers to the com number Worker 5473 . When Thrawn asks Morad if he had been pressed into the Empire ' s service , Morad confirms it , because he had lost his farm . Thrawn then asks Morad whether he takes pride in his work . Morad professes to do so . Gesturing to a 614 - AvA speeder bike on display , Thrawn tells Morad it is the last model that he personally inspected . He then asks Morad to demonstrate how quickly it can reach full speed . A stormtrooper drags a reluctant Morad to the bike . Ezra tries to intervene , but a stormtrooper tells him to fall back in line . Morad starts up the bike . Its engine begins to overheat , and Morad powers it down . However , Thrawn is not finished with the demonstration and brings it to full power . The bike explodes , and Morad is killed , leaving only his blackened worker ' s helmet . Ezra , Kanan and Kallus are visibly horrified , and Lyste is taken aback , but Governor Pryce smirks nastily . Now that he has gained the workers ' attention , Thrawn warns them that whatever they build they will now test personally . He predicts their malfunction rate will drop substantially , fussily plucking a bit of stray ash off his uniform . Ezra attempts to charge at Thrawn , but Kanan holds him back so as not to blow their cover . Thrawn then orders Kallus , Lyste and Governor Pryce to ensure that nobody leaves the factory because he wishes to inspect the line for sabotage . Lyste informs the workers that the factory is on full lockdown . Kanan tries to contact Ryder to warn Hera Syndulla about the lockdown , but is unable to send a signal since the Imperials are jamming it . Going undercover . Lieutenant Lyste then orders the workers to form two lines and submit for verification and questioning . A stormtrooper orders the workers to present their ID cards for examination . Kanan and Ezra know they need to avoid the scrutiny and Chopper , at Ezra ' s urging , causes a commotion by starting up a speeder bike , which crashes into a barrier . This distracts the Imperials , and allows Kanan and Ezra to flee the room . Lyste asks Chopper what is the matter with him , and orders the droid to report for maintenance . Ezra and Kanan flee down a corridor and proceed on their mission to find out what the Empire is up to . Kanan suggests starting with Section A2 . Ezra replies that they have to get changed , since the workers are on lockdown . At an opportune moment , the two rebels run into a stormtrooper and a scout trooper , who remind the workers they have not yet been dismissed . Ezra and Kanan knock out the Imperials and steal their uniforms . Meanwhile , Governor Pryce asks whether the rebels have infiltrated Section A2 and warns that the secrets of that product are imperative . Thrawn responds that he has ordered anyone trying to enter that area without his personal code to be terminated on site . He then chides Governor Pryce for compromising security by hiring locals , and Pryce responds that the factory has quotas to meet . Kallus explains that he could question the workers , but that he can ' t determine whether they are lying without any information on the classified project . Pryce haughtily responds that all Kallus needs to know is that the Admiral has a new fighter initiative . When Kallus states that he can ' t see how one fighter can change much , Thrawn responds that victory and defeat are often determined by the smallest details . Thrawn then asks a worker if an AT - DP standing on display is his work . When the worker responds in the affirmative , Thrawn has Kallus make the walker step forward , and it quickly collapses . Despite the worker ' s protests , Thawn gestures for his stormtroopers to arrest the man . Back at Ryder ' s rebel encampment , he contacts Hera , at Chopper Base on the planet Atollon , to tell her that the factory is on full lockdown and that he can ' t reach Ezra and Kanan . He warns Hera that the new Imperial in charge is pretty thorough , and that he has red eyes . Commander Jun Sato , Garazeb Orrelios and Sabine are also observing the conversation . Hera recognizes the new Imperial officer as Grand Admiral Thrawn . Ryder tells Hera that his team will attack the factory at the east gate , in order to distract Thrawn and give Kanan and Ezra a chance to escape . Finding the Imperial plans . Meanwhile , Kanan , Ezra and Chopper hide while stormtroopers admit an Imperial astromech droid into Section A2 . Ezra suggests using Chopper to get inside and steal plans , which means getting the droid a clearance code from an Imperial astromech . When one turns up , Kanan tells the droid that it is in a restricted area and that they need to see its clearance code . When the droid withdraws its clearance code , Kanan takes it . Chopper then electrocutes the droid with his spark projector , and Ezra catches the Imperial droid before it falls over and props it against the wall . Kanan hands Chopper the clearance code , and Ezra tells him to make it fast . The stormtroopers admit Chopper into Section A2 , where he plugs in and starts downloading . At his office , Thrawn inspects images of Ezra and Hera , Sabine ' s Mandalorian graffiti , and a Jedi Temple Guard ' s helmet . When Lieutenant Lyste and Kallus enter , he asks them about a piece of Sabine ' s artwork , painted on a section of retaining wall . Lyste merely remarks that it looks like part of the base ' s retaining wall , while the more astute Agent Kallus recognizes it as a symbol of Phoenix Squadron . He identifies the starbird as a creature of light rising in flames , and interprets it as a symbol of the rebels ' commitment to victory . Thrawn observes that he has seen the starbird markings everywhere on Lothal , and speculates that the crew of the " Ghost " have a special attachment to Lothal and will always return . When Thrawn asks if they have found any more subversives , Lyste nervously informs him that two of the workers have gone missing , but their uniforms have been found . While Kallus is confident they will locate them once they have issued an alert , Thrawn points out that the rebels will have already found new disguises and suspects that they are inside the factory to gather more information and escape . When Kallus asks Thrawn whether he thinks that the rebels are more than saboteurs , he responds that the rebels are likely after the contents of Section A2 and orders Kallus to secure it . While waiting for Chopper , Ezra and Kanan are found by a stormtrooper patrol . The patrol ' s corporal , wearing a black pauldron , asks the two about their business . Kanan claims they ' re on guard duty , and when the corporal asks what they ' re guarding , Ezra responds that they go where they ' re ordered . The corporal states this is highly irregular , and asks for their operating numbers . At this point , Chopper emerges from Section A2 . Kanan asks the corporal if this is Section B17 , and when told it ' s Section A2 , Ezra claims that he knew they were in the wrong section , telling the corporal that they ' re new transfers . They quickly walk away from the patrol , only to turn a corner and see Lieutenant Lyste ordering more stormtroopers to set up a full lockdown . As Kanan , Ezra and Chopper flee down the hall in the opposite direction , the stormtrooper corporal and his men pursue the three undercover rebels . Arriving at a pair of turbolift s , Kanan hits the call button in a hurry , but gets no response . He tells Ezra that things are probably going to get " messy " . The lift opens to reveal Agent Kallus inside . An unlikely ally . Kallus orders the disguised Kanan and Ezra inside , supposedly to help him secure the perimeter . Once inside , Kallus tells the two rebels and Chopper that he knows who they are , and warns them not to move . Thinking he is still an enemy , Ezra and Kanan engage Kallus in a fistfight . However , Kallus manages to stop the fight by telling them that he is Fulcrum , using the code phrase " by the light of Lothal ' s moon s " , to the Jedi ' s surprise . Kanan and Ezra remove their helmets , although they are skeptical due to their previous encounters with Kallus . He manages to convince them by stating that Zeb trusted him on the ice moon Bahryn , and that he helped Sabine escape Skystrike Academy . Kallus tells Ezra and Kanan that he is trying to save them . Chopper beeps , and Kallus snaps that the rebels ' droid trusts him . Ezra retorts that that ' s not a good thing , and Kanan tells Kallus that if he wants to help them , he can help them get a signal to the rebels outside . Kallus and the rebels enter a communications station , with Kallus pretending to fight the rebels during the attack . Using their blasters , lightsabers , and some Force push es , Ezra and Kanan stun the stormtroopers and another Imperial officer . Kallus is irritated that Ezra Force pushed a stormtrooper into him without warning him he was going to do that , and Ezra responds , " Where ' s the fun in that ? " Kallus tells them that their droid can uplock their comlink s from this port , and that he will provide the access codes . However , Chopper mutters that he doesn ' t need them . Kallus remarks that their C1 is pretty efficient , and Chopper beeps , pleased by the flattery . Ezra responds that Chopper " would " get along with an Imperial spy . Kanan then contacts Ryder via comlink and asks if he is there . Ryder reveals that he is planning to attack the east gate of the factory , and tells Kanan to move if they want to get out . Kallus tells the rebels to head to the east vehicle pool , where they will find an AT - DP walker that will allow them to escape . Kallus then says that all he has to do now is make this look convincing , so Ezra off - handedly Force pushes the Imperial Security Bureau agent through the glass monitor board . Ezra and Kanan briefly argue , as Kanan wanted to do it , and Ezra tells Kanan that if Kallus really is on their side , he ' ll get his chance . Kallus , on the floor , groans and puts his hand to his head . Back in his office , Thrawn studies a datapad . He has learned that an unauthorized droid has accessed the computer in A2 , and deduces that the rebels have acquired his plans . However , Thrawn senses that something has changed , because the rebels have delayed their escape . Pryce speculates that the rebels have realized how impossible it is to escape , and Thrawn theorizes that the rebels have found an unexpected ally – or perhaps an expected one . Governor Pryce is unsure what Thrawn is talking about . He explains that the rebels will attempt a different means of escape , and that they must adapt their strategy . Skirmish with the walkers . At the east gate vehicle pool , Lieutenant Lyste calls Thrawn to inform him that the rebels are attacking the east gate . He has deployed two AT - AT walkers , and asks if he should deploy backup . Reasoning that the rebel infiltrators will take advantage of the attack to escape , Thrawn replies yes , and tells Lyste that they will play the rebels ' game . Meanwhile , Ezra , Kanan , and Chopper slip unnoticed into an AT - DP walker behind Lyste ' s back . When Lyste deploys the walker reinforcements , Ezra tells Kanan they ' ll fit right in , and hopes that their walker is one of the " good ones . " Outside , the two Imperial AT - ATs march out to confront Ryder ' s two landspeeders as Loth - cat s scurry in the background . Riding shotgun on Ryder ' s landspeeder , Marida Sumar fires a rocket launcher that damages a nearby Imperial Troop Transport . Ezra and Kanan ' s AT - DP , Walker 216 , approaches the AT - AT walkers from behind . When the AT - AT pilot asks what they are doing here , Ezra claims that they are reinforcements . However , Thrawn warns the pilot that Walker 216 is under rebel control and orders his AT - ATs to destroy it . Ezra thinks Kallus set them up , but Kanan replies that they will figure it out later . Kanan tells Ezra to find cover while the AT - ATs blast Walker 216 . Ryder and Marida spot Ezra ' s walker under attack , Ryder noting that Imperial walkers shooting at each other is not a common sight . Ryder contacts Ezra , who confirms that they are in the AT - DP . Ezra manages to move his walker under one of the AT - ATs , but the walker proceeds to crush them under its legs . Ezra and Kanan use their lightsabers to cut a hole and board the AT - AT , hijacking the walker . Ryder and Marida see the empty AT - DP explode . Believing Ezra and Kanan to be dead , Marida fires another rocket that hits one of the front legs of Ezra and Kanan ' s hijacked AT - AT walker , causing it to topple , but not before Kanan and Ezra fire upon the other AT - AT , destroying it . Ezra , Kanan , and Chopper escape through the roof of the downed walker . Ryder is relieved to see that his friends are alive , but remarks that he thought that they were in the smaller walker . When Ryder asks about Morad , Ezra tells them that he did not make it . Marida bows her head in sadness . She then sees more walkers coming , and the rebels flee into the wilderness on their landspeeders . Debriefings . After escaping back to Ryder ' s encampment , Ezra , Kanan , and Ryder communicate with Hera , Sabine , Zeb , and a rebel astromech droid via hologram . Sabine has decrypted the data that Chopper stole . Hera and Sabine discover that the secret Imperial plans are the blueprints for a new type of TIE Interceptor with shields . Hera notes that TIEs have never been built with shields before . Zeb deduces that this is why the Imperials are keeping this project a secret . If the new TIE fighter is produced in large numbers , Hera and Kanan fear that it will endanger their pilot s and the rebellion . When Hera asks how they managed to get past Thrawn with his secret plans , noting that someone ' s losing more than their job for this , Kanan replies that they can thank Agent Kallus , because he knew Fulcrum ' s code phrase . Hera ' s eyes widen in surprise , and Sabine is shocked , wondering how that makes any sense . Zeb , stunned , deduces that he must have " accidentally " recruited him . Ezra pointedly asks if it was when they were stranded on that ice moon togather , since Zeb didn ' t see fit to tell them about that . Zeb reasons that because they didn ' t kill each other , they are friends now . Still distrusting Kallus , Hera advises caution with their new " friend " until they know what game he is playing . Back at Imperial headquarters , Thrawn thanks Lieutenant Lyste for his report and dismisses him . However , Governor Pryce and Agent Kallus stay behind . Thrawn then talks to Kallus , and confirms that his encounter with the Jedi , corroborated by several troopers , was helpful . After analyzing the rebels ' escape , Thrawn deduces that they had help from someone within the Imperial ranks . Governor Pryce expresses shock that the rebels have a mole , and calls for all Imperial personnel to be interrogated , insisting that " This spy must be found ! " Thrawn advises patience , and warns her that acting out of emotion will not work . Instead , the Grand Admiral states that they will wait and watch for the spy to make their next move . Addressing Agent Kallus , he tells the Imperial Security Bureau agent that when the spy is discovered , which Thrawn has no doubt is a certainty , he will turn them from an obstacle into an asset . Trying to hide his dealings with the rebels , Kallus feigns loyalty by telling Thrawn that he commends his flawless strategy . Continuity . The 614 - AvA speeder bike is incorrectly referred to as a 6 " 2 " 4 - AvA speeder bike by Thrawn at the beginning of the sequence where he forces Morad Sumar to test - drive a sabotaged one .