Plans are drafted as both sides move. Palpatine scrambles to organize the Republic for a new kind of war, but finds the New Order he has been nurturing to be already launching itself towards the edge of collapse! Meanwhile, the Jedi plan and plot their own strategy. As the Republic flounders, the Chosen One grows more and more impatient for the fight all know must come.
Elsewhere, Orion continues his own game one board separate from the Republic, the fate of his Imperium foremost on his mind. But the old sheepdog is about to catch a whiff of a much deadlier predator than any he has encountered thus far. And while Orion orchestrates the greater forces of the Imperium, Davik Thune and his navy slide closer and closer still to the border of the unsuspecting Confederacy.
Tropes in this episode include:
- Adapted Out: The written version of Episode 10 on FanFiction.Net is missing the Opening Scroll used in the YouTube audio version.
- Blackmail: Orion receives a package from the Inquisition containing one of the syringes that the members of his Skyward Order used to inject themselves with Genestealer DNA as part of their False Flag Operation when they assassinated various Imperial governors, nobles, aristocrats, and tech-priests as part of Orion's offscreen purge of the refugee fleet in Season 1. The unspoken message is that the Inquisition is aware Orion is responsible for the assassinations and intends to use this knowledge as leverage against him.
- Continuity Nod: During the Senate meeting at the start of the episode, an irate senator from Sarrish voices his disapproval at Palpatine for recalling the entire Republic Navy to Coruscant, mentioning that his homeworld has been conquered by Grievous as a result. The planet Sarrish first appeared in the 2006 comic Routine Valor and was later mentioned in the The Clone Wars episode "Missing in Action" as the site of one of the Republic's worst military defeats in the Clone Wars.
- Even Evil Has Standards: As a pirate, Hondo is no stranger to violence and death, but he admits to finding the atrocities of the Imperium to be unnerving.
- Gas Chamber: Gas chambers are among the many methods used to execute non-humans and dissidents at the death camps that the Imperium sets up all over Axum during their brutal occupation as seen in Hondo's Atrocity Montage at the Jedi meeting.
- Hoist by His Own Petard: A major part of the reason the Senate is a squabling mess is due to Palpatine's manipulations, which naturally bites him in the ass when he needs said Senate unified to deal with the Imperium.
- Hold Your Hippogriffs: During the senate session at the start of the episode, Senator Veedaaz Awmetth bemoans how the Outer Rim Sieges are "folding like pazaak chips" while voicing dissent at Palpatine's decision to recall the entire Republic Navy to Coruscant.
- In the Hood: All of the Jedi attending the secret meeting in Episode 10 are wearing hooded robes to disguise themselves since they are meeting to discuss their plans for an unsanctioned counter-invasion of an Imperial-occupied Axum. Also, when Commander Bly and Captain Rex arrive at the meeting, they too are wearing hooded robes to hide their identities since what they are doing goes against the direct orders of the Senate, who were still in the process of arguing how the Imperium should be handled.
- Lethally Expensive: Hondo mentions to the Jedi in Episode 10 that he lost more men on the mission to infiltrate Axum and gather intelligence on the Imperial occupation than he did on any other job.
- Mission Briefing: Episode 10 features the Jedi Order having a secret meeting where they lay out their plan to counter-invade Axum using holographic projections and recordings. They go over objectives, what role each Jedi strike force is going to have, how they intend to get past the Imperial Navy's blockade, how they intend to handle the planet's Imperial garrison, and which Imperial bases they intend to target.
- Mythology Gag:
- The episode's title "The Phantom Nemesis" is a clear nod to The Phantom Menace.
- Orion's line "Mankind must suffer so that mankind can survive" is taken straight from the first novel of the Eisenhorn trilogy.
- Opening Scroll: This episode marks the start of Season 2 and the Battle of Axum arc with an opening crawl.Chaos! The Republic has withdrawn many of its forces from vital areas of the galaxy, leaving them vulnerable like never before as their forces muster at Coruscant, preparing for a struggle like no other. Seeing a chance to claim victory, General Grievous, the infamous Supreme Commander of the Separatist Alliance, pushes relentlessly forward, devouring undefended territory and spreading his forces thinner and thinner.
Meanwhile, both the hidden traveling armada of Chapter Master Davik Thune, and the enigmatic union forming around Chapter Master Orion Phatris, continue their clandestine plans for this new galaxy, each independent of the other. War boils as the slow, unstoppable forces of the Imperium traverse the War, guided by the ships of the Imperial Navy and their corps of Navigator Mutants.
Upon the arrival of either fleet, heroes will be made and destroyed on all sides. Possibilities will be eradicated, and ways never before accessible to the previous galaxy shall yawn wide as near inevitabilities. Chaos is everywhere.
In the Senate Building of the Galactic Republic, fierce debates are held as to the course of the war. Many fear the inevitable victory of General Grievous and demand the redeployment of the Navy to their undefended fronts. Others contend that the new threat is more dire. And yet despite the seven thousand Venator Star Destroyers which now orbit Coruscant, few, if any, comprehend the true threat... - Running the Blockade: During the Imperium's occupation of Axum, the Imperial Navy had the planet blockaded by one Cruiser and two Escorts. Hondo mentions in this episode that smugglers have been having a field day with Axum as their smaller and lighter freighters can outrun the massive Imperial ships easily.
- Shot at Dawn: One of the many methods used to execute prisoners at the Imperial death camps on Axum is via firing squad as shown in Hondo's Atrocity Montage during the Jedi's secret meeting.
- Space Station: The second half of Episode 10 takes place aboard a Golan Defense Platform, one of many heavily armed space stations that orbit Coruscant.
- Stab the Sky: The end of this episode features Anakin activating his lightsaber and raising it above his head in front of thousands of Jedi, who all proceed to do the same.
- Stealth Expert: The Inquisitorial agent who infiltrates the Skywatch's Battle-Barge to drop off the Inquisition's message for Orion Phatris is able to sneak into a room being guarded by Space Marines, walk up right behind Orion, drop off the scroll containing the message, and disappear before Orion can turn his back. Even Orion with his centuries of honed combat instincts and Super-Senses can just barely tell that the agent was present in the room.
- Time Skip: Halfway through, the episode jumps ahead a few weeks to show the aftermath of the Galactic Senate's deadlock regarding how to handle the Imperials.
