Sidious looks over Coruscant and thinks about the history of the Sith and its formation by rogue Jedi seeking the power of the Dark Side of the Force. In the end, the Jedi overcame them and all were killed but one, Darth Bane. Bane invented the rule of two and Sidious knows that the time of the Sith uprising is now at hand. Darth Maul approaches and tells him that he’s traced the ship to Tatooine and he’ll make his way there to reveal their presence to the Jedi.

Back on Tatooine, Qui-Gon ponders Anakin’s place in the Force and there is definitely something about the boy. He knows his view of the Force differs from many other Jedi as he tries to remain focused on the present and not always look to the future. His Padawan has yet to embrace the same philosophy.

The next day as they return to Watto’s shop, Padme questions the intelligence of putting all their hopes onto a boy they’ve just met. Qui-Gon tells Watto he has his own pod, and Watto agrees to front the entry fee and will keep the winnings or Qui-Gon’s ship if they lose. If they do win, however, he must give them the hyperdrive they need. Qui-Gon contacts Obi-Wan who, like Padme, thinks the plan is a bit fool hearty.

Qui-Gon tells Shmi that Anakin is strong in the Force and she reveals that Anakin has no natural father. Qui-Gon senses a connection with the boy, but he knows Anakin is far too old to be accepted into the Jedi Temple for training.

Darth Maul lands on Tatooine and scans the area sending probe droids to search the three nearby cities.

That night, Qui-Gon takes a small blood sample from Anakin and sends it to Obi-Wan to test his midi-chlorian count. He finds that the boy’s count is higher than any known Jedi! That night everyone pitches in to finish off the podracer, including the two new friends R2 and 3PO. Anakin knows that the next day will change his life.

In the morning, Qui-Gon and Jar Jar find Watto at the arena. Watto is over confident that Sebulba will win the race, and Qui-Gon offers to bet on Anakin in exchange for Anakin’s freedom if he wins. Watto agrees. Neither notice the Sith probe droid nearby.

As the race nears, Sebulba sabotages Anakin’s pod by damaging a stabilizer. Qui-Gon tells Anakin to trust his instincts and let the Force flow through him and guide his actions. The race begins!

Anakin gets off to a rough start, but is able to catch up quickly. Sebulba does much of the work for him by destroying many of the competitors. By the third lap, only Anakin and Sebulba remain in a battle to the finish line. The broken stabilizer fails, but amazingly Anakin is able to fix the problem and continue on. After the two bump against each other furiously, their pods actually become joined together. Finally, the pods separate and Sebulba’s pod careens off the course and crashes leaving Anakin to win the race!

As the others celebrate, Qui-Gon finds Watto who tries to renege on the bet, but after Qui-Gon threatens to go the Hutt’s he concedes.

Qui-Gon leads the group back to the ship and tells Obi-Wan to work on the hyperdrive as he returns to retrieve Anakin.
Anakin longs for Padme as another young boy comes by and accuses Anakin of cheating to win the race. Anakin attacks him before Qui-Gon intercedes. He councils Anakin on his actions before revealing he sold the pod and gives a bag of money to Anakin. They head back to the Skywalker’s home and Qui-Gon gives them the astonishing news that Anakin is free. While he is thrilled at the prospects of being a Jedi and seeing Padme again, he is devastated to learn that his mother will not be coming with them. Anakin packs his things, and tells C-3PO to take care of his mother for him. As he leaves he runs into his friend Kitster and the two say goodbye. He hugs his mother and, after a tearful goodbye, tells her he knows he’ll see her again and turns to leave with the Jedi Master.

As Qui-Gon brings Anakin back to the ship, he senses danger and Darth Maul attacks them. Anakin runs to the ship while Qui-Gon holds off the Sith. He reaches the ship and they fly towards the fight and both Qui-Gon and Maul jump on the loading platform. After a few exchanges, Qui-Gon knocks Maul off. They head to Coruscant and Qui-Gon introduces Anakin Skywalker to Obi-Wan Kenobi.

Back on Naboo, Nute Gunray continues to push Governor Sio Bibble to end all the actions against them and sign the treaty, but he refuses. Some of the Trade Federation droids say they will begin to search for the hidden underwater cities.
Back on the ship, Anakin is haunted by dreams and misses his mother dearly. Padme enters and watches a holo message from Bibble pleading for the Queen to contact him. Both of them are sad for different reasons and they comfort each other. He gives her a pendant carved from a japor snippet.

They reach Coruscant and while the Jedi meet with Chancellor Valorum, Anakin and Jar Jar go with the Queen’s entourage which includes Senator Palpatine. In their chamber, Palpatine lays out a grim situation for the Queen. He says the only option may be to vote for no confidence for the Chancellor, unless they are willing to accept Federation control. She is doubtful about the first and refuses the second.