The Gungins and battle droids have a shoot out through the streets of the capital city. Padme and her team step onto the pier now that the battle has moved away from it. They are joined by a few Gungin troops and rush toward the Palace.
Outside the hangar, the Naboo pilots are stationed by a side maintenance door, blaster pistols drawn. Anakin and the Jedi move through the bushes and join them. "Glad you could make it," the pilot commander tells them. They set a small charge on at the base of the door and blast it, forcing the door to open. Inside the hangar, an alarm sounds and the droids take battle stations behind scattered crates. A thermal detonator is thrown through the main door and it rolls to the feet of a few droids before going off, sending droid part into the air. The pilots come through the smoke and chaos, opening fire. The Jedi follow, redirecting blaster bolts back at their assailants. Qui-Gon rolls one crate over with the Force, crushing the droids hiding behind it. Obi-Wan flips over another crate and chops two droids in half with one stroke. Anakin is the last to enter, shooting a droid who was attempting to seal off the hangar. "Get to your ships!," Qui-Gon commands and the pilots quickly scramble into their cockpits. Canopies lower, switches are flipped on consoles and engines ignite. The ships file out of the hangar and jet into the atmosphere.
"We have to find the Sith Lord," Qui-Gon explains.
"Anakin, stay int e cockpit," Obi-Wan motions toward one of the few remaining starfighters.
"I can help."
"The Sith are too dangerous. Stay there until one of us comes to get you."
Anakin reluctantly climbs into the ship. They head for the exit. As they are about to go through the door, they suddenly stop, revealing Darth Maul standing in the doorway. Qui-Gon and Obi-Wan quietly step forward as Anakin watches. The Jedi take off their outer robes and ignite their lightsabers. Maul pulls off his hood, revealing a crown of horns before dropping his cloak entirely. He holds his lightsaber in his hand and ignites it. He turns it on its side and the bottom also lights up, revealing double-blades. Undaunted, the Jedi begin to fight the Sith Lord.
Maul twirls his saber around just as Obi-Wan flips over his head, blocking his blade stroke in the process. He then brings his top blade up to block the next attack and ducks under Qui-Gon's slash. With Obi-Wan behind him and Qui-Gon in front of him, Maul spins around, blocking multiple shots. Obi-Wan pivots around him and Maul holds his blade vertically to block the next attack, then kicks Qui-Gon away before performing a few somersaults to put some distance between him and the Jedi. He levitates some debris and uses it to hit the door control behind him. He backs away as the doors open with the Jedi in pursuit.
Gungin catapults hurl more globes into the air. One bounces off pavement and embeds itself into the front of a tank, sending electric bolts throughout it. Another hits the front end of a tank, flipping it over end where it crashes to the ground. In the Naboo Palace, Nute Gunray watches from a window. "The Gungin catapults are destroying our tanks," his security officer tells him.
"Send a transport to their location," Nute commands.
"What about the troops making their way to the Palace steps?"
"We have destroyer droids at every entrance. They will not penetrate their shields."
At the steps of the palace, a line of destroyer droids open fire as blasts hit their forcefields. Gungin troops duck around corners or behind destroyed tanks for cover. Padme and her team stand on a rooftop across from the palace. They raise grappling guns and fire into the outer walls. Once secured, they swing to the palace, landing on a ledge with large windows. A second later, the windows are blasted in and they race into the hallway. "Remeber the plan," Padme tells them, "I'm sure the Viceroy is in the throne room. The rest of you know what to do." The decoy takes two Gungin troops and leaves in the opposite direction while Padme, Panaka, and a few more troops head ot the throne room.
Outside the planet's orbit, Naboo fighters fly toward the control ship. Several bay doors open and droid fighter ships emerge. "Fighters straight ahead," the team leader warns. "Roger Bravo Leader," a few of the pilots respond. They dip and glide through the droid ranks, opening fire and taking a few ships down in the process.
Transports head into the fields outside the city, rolling up to the hill facing the Gungin catapults. The Gungins begin firing globes at the transports, but they harmlessly bounce off the heavily armored surfaces. "What are those?," Jar Jar asks the captain. "Droid transports," the captain responds. The transports split open, revealing multiple racks of droids in fetal positions. One row is lowered to the ground and spread out on either side, followed by the next row. The racks soon spread across the length of the transports. The droids are set on the ground, still in a fetal position as the transports backs away. In unison, the droids stand up, reach the blasters on their backs, then turn and face the Gungins. There are now thousands of droids facing them and they begin marching ominously up the hill. "Can we surrender now?," Jar Jar asks.
Padme, Captain Panaka, and the Gungin troops duck around columns and trade blaster shots with a few battle droids. Down the hallway, a destroyer droid rolls up behind them and pops into a battle stance. "Destroyer droid!," Panaka warns and opens fire. The blaster bolts bounce off its shields and it quickly fires on the Gungin troops, killing them. The battle droids run toward the remaining two and holds them hostage, "Surrender now." Padme and Panaka look to one another and throw down their blasters.
In space, the Naboo fighters spiral toward the control ships and open fire. "Their deflector shields are too strong," the leader exclaims. The anti-spacecraft guns on the surface of the control ship go off, blasting a few fighters. In the hangar, Anakin listens to the battle on the radio. "The control ship is firing on us! All fighters pull up!," a pilot shouts over the radio. A worried look crosses his face.