STAR WARS
Episode III : Revenge of the Sith
by thejeditraitor/jason

The Clone Wars are over three years old and the entire galaxy has been thrown into war-torn chaos. The Separatist movement has gained momentum but the wars are drawing to a close with no clear victor. Chancellor Palpatine attempts to end the war by negotiation. The Chancellor and his Jedi escort are betrayed and taken captive by Count Dooku on his flagship high above Coruscant. Jedi Master Shaak Ti is the only surviving Jedi. As the Republic forces engage the Separatist fleet in a full scale counter attack the Jedi attempt a daring rescue...

A massive space battle is taking place above the planet of Coruscant. The Separatist forces, in a last desperate move, have surrounded the Capitol system with all their military strength. Their hope, to use their hostage to bring the war to an end. Palpatine has a tracking device implanted in his body and the Jedi are tracing his signal. Dooku believes he's still working together with Palpatine but Palpatine is tired of Dooku’s secret scheming. On the bridge of the command ship the Separatist leaders; Dooku, Wat Tambor and a young Boba Fett watch the beginnings of the battle. The Chancellor is chained to a hovering chair and surrounded by tall, thin, robotic guards with long staffs. A strange robotic figure in white armor is seen.

Count Dooku- “This is a strange ploy for the Republic.”

Wat Tambor- "Well Chancellor, it appears the Republic does not wish to negotiate after all. They attack us knowing full well that you are on board. If only your Jedi protectors were here.”

Palpatine- "Do not underestimate the Jedi.”

A fleet of Republic Star Destroyers moves into formation. Manning these starships are Generals Yoda, Mace Windu and Bail Organa. Obi-Wan Kenobi, Anakin Skywalker and many clone ships fly to the battlefront. Obi-Wan has also become a decorated general under Bail Organa and Anakin is now a full-fledged Jedi Knight. Anakin's starfighter has red coloring. Obi-Wan's ship has green coloring. The cockpits and undercarriages are grey and white.

Kenobi- “Red leader online.”

Anakin- “Hold formation Blue group... Hello Ben, it’s been a while since we fought together. How were things on Ord Mandell?"
Kenobi- “Bad... that was the Separatist’s last stronghold. We took it... but many died. Now there are only pockets of resistance. How have things been here, Anakin?... and don't call me that.”

Anakin- “Quiet... until now, the Chancellor is a benevolent man. He decided to negotiate when he should have... here they come!!”

Trade Federation Core ships, Commerce Guild ships and I.B.C. Ships have set up a perimeter around the huge Separatist Command Ship, as hundreds upon hundreds of droid fighters, geonosian fighters and other ships streak forward to engage. Most of this first battalion is disintegrated, showering sparks and chunks of debris into the path of the advancing fighters. Anakin shows his vast piloting skills by spinning and weaving through massive amounts of enemy fighters, shooting and destroying many in the process.

Many other clone fighters are systematically destroyed. Anakin, with R2-D2 in his fighter, destroys a large battlecruiser single-handedly. Kenobi leads his battalion toward the command vessel. Obi-Wan's ship is hit with a barrage of laser fire, destroying R4.

Kenobi- “R4? R4!”

He spins out of control toward the hangar of the Separatist’s command ship.

Kenobi- “Anakin! Do you read?”

Anakin- “Yes!”

Kenobi- “Anakin! My droid is gone and I’m losing control of my ship! Destroy the hangar’s shields so I can land inside.”

Anakin- “I’m on it.”

Obi-Wan begins to get nervous as his starfighter rockets closer to the command ship. This is the same command ship that Count Dooku and Palpatine are on.

Kenobi- “Hurry it up will you.”

Anakin- “Trust me.”

Anakin spins in-between enemy ships and blows up the hangar’s sensor arrays, then loops back around to the hangar entrance. Kenobi's ship makes it inside the hangar bay.

As the clone fighters and Republic warships exchange fire with the Separatists many ships are crippled or completely obliterated. One Republic support cruiser lurches to a halt as a huge blast tears its side apart. Hundreds of clones are jettisoned into space... instantly dead.

Obi-wan has to cut himself out of the cockpit with his saber and jump to safety as his ship crashes deeper inside the command ship. As Anakin's starfighter clears the hangar the emergency blast doors close, but Obi-Wan’s lightsaber is sucked out into space. Anakin crashes his ship into a mass of battledroids that are trying to surround Kenobi. R2 extricates himself as Kenobi runs to Anakin.

Kenobi- “Anakin, my lightsaber’s gone.”

Anakin throws his saber to Kenobi while swarms of battledroids begin to fire at them.

Anakin- “Try not to lose it Obi-Wan.”

Obi-Wan gives him a smirk and ignites the blue saber as Skywalker smiles and signals R2, who fires a backup saber hilt out of his dome. Flipping over the incoming blaster fire Anakin catches and ignites a green-bladed saber and takes his toll in droids. As the Jedi carve their way into the ship’s interior R2 tries to follow them without really succeeding.

Battledroids, super-battledroids and destroyer droids pour into the corridors. The lasers begin to fly. The two Jedi are backed down a hallway, barely able to deflect so many blasts.

Kenobi- “We’re outnumbered. Hold them off!”

Obi-Wan cuts a hole in the floor while Anakin deflects blaster fire.

Kenobi- “Let’s go.”

They jump down the hole and fall into an empty fuel reservoir within the engine room of the starship. R2 blows smoke at the droids and scoots past them. The ship is sustaining heavy damage as the Republic forces turn the tide of the battle. The engine room is starting to fill with liquid fuel. Covered with fuel and no longer able to use their lightsabers, Anakin and Obi-Wan try to make their way out of the engine room.

Kenobi- “Quickly, we must find an exit.”

The level of the fuel rises and they are quickly submerged. Vicious looking droids locate them and a fight ensues with the Jedi resorting to hand to hand combat. These droids are used to clean inside the fuel tanks and have a special spark resistant coating as well as an odd menacing look. The ship continues to lurch, disorienting them. They scramble through many vents and shafts to find an exit. Anakin and Obi-Wan struggle to find a way out but it seems that all the openings are far too small for a human to fit through. Anakin comes close to drowning.

Eventually they find one and start climbing up the ladder inside the shaft. More battledroids are right on their heels and the fuel in the engine room is getting close to the firing ignition electrodes on the walls. The two Jedi climb out of the shaft and into a hallway. As Anakin seals the hatch behind them with his lightsaber the fuel reaches the electrodes in the engine room and explodes. The explosion rips the ship in half.

The group of Separatist leaders on the main bridge begin to panic. The operational portion of the command ship slowly rotates as it careens down to the planet surface.

Neimodian Pilot- “Sir, we must escape, our ship is destroyed and the Jedi are headed for the bridge!”

Dooku- “I think it may be time to take our leave."

Dooku turns to the white figure.

Dooku- "Take care of them General Grievous... come along Boba.”

Count Dooku and Boba take Palpatine and leave. Separatists flee the bridge. The
robotic Wat Tambor scrambles to escape but the doors are shut and locked. Obi-Wan
begins to cut through the door to the main bridge while Anakin deflects laser blasts.
Kenobi Force pushes a circular section of the door, with melted edges, into the interior
of the bridge. The Separatist cowers in fear as the Jedi ducks inside. Obi-Wan sees that
Dooku and Palpatine have left. An intimidating figure stands at the far side of the
room. It is a white, metallic, armored cyborg.


Kenobi- "Go on Anakin, find Dooku and the Chancellor. I'll handle this."

Anakin runs off as R2 enters the bridge. Outside the large viewing window the planet
of Coruscant spins dizzily closer.


Kenobi- "General Grievous... I expected as much."

General Grievous is an infamous Jedi hunter and the leader of the Droid Armies. He is mostly machine with only a metal exo-skeleton, though most of his body is covered by a robe. His metal face-plate is a ghostly white... expressionless. Only two glowing yellow orbs represent his eyes. Around his waist is a belt with dead Jedi lightsabers hanging from it. Kneeling before him is the robed figure of Shaak Ti. Grievous holds her by her neck with one metal claw and ignites her blue lightsaber with his other. He speaks with a strange machine-like tone...

Grievous- "I've been waiting for you Jedi scum. To show you what happens to those that cross me."

Kenobi- "Nooo!!"

Kenobi watches in horror as Grievous thrusts the saber through Shaak Ti's body and she disappears. Her Jedi robes crumple emptily to the floor. There is an electronic hum and three robotic guards appear from the shadows. They have gray metallic bodies with a robe draped on one shoulder. They only have two red lights for eyes and are carrying pikes with electrified blades.

Grievous- "Kill him!"

The Separatists continue to their shuttles while Count Dooku guides Palpatine's hover-chair. Boba Fett, to clear an escape route, boards his ship and takes off. The Slave-1 screams out of the hangar and engages several Republic ships in combat. After destroying a few of them it disappears into hyperspace. The other Separatists board their craft and escape. Anakin breaks through the enemy ranks. As he slices the last droid in half he sees Count Dooku escaping.

Anakin- “Dooku!”

Anakin grips his green lightsaber. Dooku smirks and lights his crimson, Sith saber.

Dooku- “Ah, young Skywalker isn't it?..You should not have come back.”

Anakin berates Dooku verbally. Slowly they begin to circle each other posturing aggressively.

Anakin- “You’re finished old man, your time has passed.”

Obi-Wan jumps back through the doors and backs into an adjacent hallway to keep themselves from being surrounded. There is a moment of complete stillness then the guards begin the attack. The Jedi continually parries in defense, fighting all three droids at once. Kenobi decapitates one of the droids and slashes another cutting it in half. Kenobi Force pushes the last one out into the air of an exhaust shaft. It slams against the far side and plummets downwards into oblivion.

The violent thrum of lightsabers is heard as the General ignites another Jedi lightsaber.
He waves the blue and green sabers menacingly.

Grievous- "Lord Tyrannus commands your death. Prepare yourself!"

Kenobi- "Tyrannus???"

Grievous smashes a control panel and the gravity on the bridge disappears. Grievous and Kenobi engage in fierce lightsaber combat. The General fights hard, his robotic hands spin 360 degrees twirling his sabers around. The few trapped Separatists float madly in the the zero gravity and some are chopped to bits as the General heedlessly swings his sabers at Obi-Wan. The General's metallic frame is anchored to the metal surface through magnetism in his feet. Kenobi has to fight in mid-air and finally begins to gain the upper hand.

During this time the battle outside winds down, with the Republic victorious and the enemy scattered and fleeing.

The Separatists watch in awe as the Count Dooku and Anakin Skywalker face off. Though the duel is relatively short, it demonstrates Anakin’s growth since his last encounter with the Sith Lord. Palpatine, still shackled to the hover-chair, watches with glee and encourages Anakin.
Obi-Wan continues to fight Grievous. He disarms the droid of his green saber. The cyborg then grabs his laser rifle and fires repeatedly at him.

Grievous- "I have no time for you."

Seeing he is trapped, Grievous smashes through a small window and proceeds to walk out into space. The Jedi braces himself but is slowly pulled towards the vacuum. Battledroids and other debris are sucked out into the blackness of space. The robotic Wat Tambor also anchors himself on the outside of the ship, but he begins to shake violently. His suit technology, being inferior to General Grievous, causes him to implode under the pressure scattering pieces into the void.

Kenobi- “R2... do something!”

R2-D2 rolls and begins to be pulled towards the hole. He triggers his rocket jets and angles them away from the breach. He flies to the wall and activates a protective metal shutter to seal off the ruptured port. Gravity returns to the bridge and the doors open. General Grievous walks along the outside of the ship, makes his way to an escape pod and gets away. Kenobi passes out from lack of oxygen. R2 hurries to the hangar to get Obi-Wan help.

Anakin and Dooku have fought to a draw.

Palpatine- “Use your anger Anakin. Strike him down and unleash your true power."

Dooku stares in bewilderment at his Master.

Dooku- “No Master Sidious... it is you who will die.”

Dooku moves toward Palpatine but Anakin jumps in front of him. Palpatine’s visage grows dark and terrifying. His lips pull back revealing yellowing teeth, and his reddened eyes begin to beam. Anakin parries Dooku’s every move, taunting and laughing at his older adversary. He beats down Dooku’s guard, as the out of breath, Sith lord begins to fall. Listening to his true Master, Anakin gives in to his anger. He pulls the saber out of Count Dooku's hand. Then he uses both sabers to cut Dooku's head from his shoulders in one powerful scissor-like stroke. As the Chancellor laughs, Anakin slashes over and over with an immense amount of rage.

Palpatine- “Good... good... Your training is almost finished. You have but one more task my young apprentice. You must see me again once we arrive on Coruscant.”

Anakin- “Yes... my Master.

R2 witnesses this duel since he has come to get Anakin. Anakin releases Palpatine's shackles with the Force. Anakin gives the smoldering carcass one last glance and runs to the bridge.

The exploding ship has now broken apart and is tumbling into the atmosphere of Coruscant. They have sent up fire ships to help guide the ship in for as safe a crash landing as they can manage. Anakin meets Kenobi on the bridge, who is just waking with quite a headache. Anakin then guides the ship down himself, avoiding a major disaster.

Later, Anakin and Obi-Wan head to the Jedi Council chamber.

Kenobi- “Well... that was unpleasant. What happened while I was unconscious?"

Anakin- “I followed the Separatists to the hangar bay, they were trying to leave with the Chancellor. Dooku was destroyed.”

Kenobi- “By whom?”

Anakin- “I faced him... alone.”

Kenobi- “Anakin, you should have taken him alive.”

Anakin- “I had no choice. With Dooku gone the Clone Wars are finished.”

They ride up the elevator as R2 silently glides down the hallway.

Kenobi- “We must inform the Council... Anakin, you mustn't be so aggressive... you are tempting the Dark Side. You cannot let...”

Anakin- “I am a Jedi Knight now. I can take care of myself. You aren’t my master any longer.”
Obi-Wan slowly looks him in the eyes.

Kenobi- “I am still your elder and your Master and you will address me as such... if...”

The elevator doors open and the Jedi enter the Jedi Council chamber. The chamber has become worn. Jedi Masters Yoda, and Mace Windu are present. Along with them are council members Agen Kolar, Stass Allie and Saesee Tin. Plo Koon and Ki Adi Mundi are there via hologram. Shaak Ti's seat along with many others are empty.

Ki Adi Mundi hologram- “So... Count Dooku has been defeated. Now we will never know the truth behind the Separatist Movement or if he was a Sith Lord.”

Yoda- “Track down the remaining players we must. Track down this Grievous.”

Kenobi- "Yes, General Grievous is the Droid Army leader. I've run into him before during these wars and this time he fought with Jedi weapons."

Anakin- “I agree. Send me to find him. He will not escape."

Mace- "No Anakin, you are still to inexperienced. Obi-Wan will take this mission."

Anakin- "I saved the Chancellor and defeated Count Dooku! Obi-Wan would have failed if not for me!"

Mace- "That may be true... but we need Grievous alive."

A hush falls over the Council. Anakin's face can barely disguise his contempt.

Anakin- "Very well, the Chancellor has asked that I personally guard him at all times... with the approval of the Council of course.”

Kenobi- “Do you think that’s wise?... I don’t trust the Chancellor. I feel there’s something else behind all this.”

Mace- “Enough. It’s settled then. Anakin, you must protect the Chancellor at all costs. Obi-Wan you must find this General Grievous and bring him here."

Yoda- “I believe the Senate meets soon, let us see what the Chancellor has to say.”

Yoda aims a look at Obi-Wan who wears a somber expression. The Jedi depart the Council together.

Mace Windu, Yoda, Kenobi, Anakin and the other Jedi meet Palpatine’s shuttle as it arrives at the Senate building. Various senators such as Bail Organa and Jar Jar are also there. Padme and the droids look on as Red Royal Guards disembark before the Chancellor himself does the same. Padme steals a glance at Anakin. He returns her gaze but says nothing. A tiny smile creeps up one side of his face. Padme smiles in return. She has been wearing an exotic disguise to hide her pregnancy. Palpatine nods to Anakin and Anakin follows him. Obi-Wan eyes Palpatine suspiciously, thinking about this new bond he has formed with Anakin. Inside a Senate meeting takes place.

The floor of the Senate erupts in applause as Chancellor Palpatine enters, followed steadily by Anakin. The majority of the Republic hail Palpatine as a “savior”. He saved the Republic from a disaster that the Jedi could not. Many in the Senate now oppose Supreme Chancellor Palpatine’s relinquishing of the “emergency powers,” and in fact, many call to give him more power, as long as it will keep the Republic safe from the threat of another war. The few Senators and Jedi who oppose this notion are seen as rebels and are quickly dismissed by the Senate.

Palpatine- “...may I present... my friend... Anakin Skywalker.”

More applause and shouts of praise float through the Senate building. As they leave
the Senate building Palpatine gives Anakin a new mission. Palpatine instructs Anakin
in a plan to take advanced clone squads, invade the Jedi Temple and capture all the
Jedi to be put on trial. He is to kill any who resist.

Afterwards Padme meets in secret with Bail Organa, Mon Mothma and others. It seems that the hate of the Jedi has grown. They discuss Palpatine’s growing abuse of power. C-3P0 tries to serve drinks...

C-3P0- "Refreshing beverage sir?"

Organa- "Go... away."

C-3P0- "How rude."

Organa- “The Senate has already convicted the Jedi.”

Mothma- “There are some of us who still have faith.”

Padme- “We are being manipulated and I fear Chancellor Palpatine is behind it.”

Mothma- “But what reasons would the Chancellor have for doing this?”

Padme- “None... unless he’s afraid the Jedi will find out something that he wants kept a secret.”

Yoda, Kenobi, and Mace Windu walk and talk of the outcome of the wars, the state of the Republic and this new dilemma.

Kenobi- “I suspect the Chancellor knows more about the General than he is saying.”

Mace- “Perhaps..."

Kenobi- “ ...and the last thing we need is Grievous making things harder for us.”

Yoda- "You said the General knew the Jedi arts... perhaps he was once one of us."

Kenobi- “But surely we could sense any deceit on a Jedi’s part?”

Yoda- “Our ability to utilize the force is diminished and the future clouded... we must rely on our own intuition now Obi-Wan.”

Kenobi- "Yes Master."

Mace- “I suggest an investigation from within the Order... and you must find Grievous. Maybe he can shed some light on our current dilemma.”

Yoda- “Yes... Stranger and stranger this becomes. The Chancellor shows an unusual interest in young Skywalker as well. What think you?”

Kenobi- “His anger is always present now. The war has changed him and I feel he no longer cares to be a Jedi.”

Yoda- “He moves closer to the Dark Side I fear.”

Later, Anakin escorts Padme to her apartment followed by the two droids. She and Anakin discuss their plans for the immediate future. Anakin changes his clothes. His golden bionic arm glints in the moonlight. C-3P0 brings a shirt.

C-3P0- "Here you go Master Ani..."

Padme- “Why can’t you get someone else to do this.”

Anakin- “The Chancellor is my friend. He's put his faith in me, I must protect him... and there are... other matters to resolve. And you musn't speak of us to anyone.”

Padme- “All right then, I’ll return to Naboo and wait for you. But don’t be too long.”

Padme puts her arms around Anakin’s neck and kisses him lightly.

Outside, the next day, Anakin sees Obi-Wan off.

Anakin- "I apologize for my disrespect Master."

Kenobi- "It's alright Anakin... I understand. Take care of the Chancellor and remember your training."

Kenobi takes off in a new starfighter with a new bronze astromech droid R4-G9, and flies away.

The Jedi have another meeting in the Council chambers. Anakin is not present.

Yoda- “It appears that things are turning against us... and the Dark Side is growing stronger.”

Saassee Tinn- “You mean this “Darth Sidious” Count Dooku spoke of?”

Yoda- “Possibly... "

Mace- “Do you think Dooku told the truth about the Sith being inside the Republic?”

Yoda- “Time will tell. But we must keep our eyes open and watch. "

Ki Adi Mundi hologram- "All is quiet here on Utapau. There have been reports of Separatist remnants in this sector, but the war is over and they have no use for this civilization. They are a primitive race with no import or export. The Separatists won't think of coming here and if they do our clone regiment will handle it."

Yoda- “Reports say the Kashyyyk system is still controlled by the Separatists. I will go there myself and see to things."

Mace- “I will speak to the Chancellor and try to assess any knowledge he may have in these matters. If I can, I will also speak with young Skywalker.”

Yoda later departs with a clone regiment and heads for Kashyyyk. Mace Windu sees him off.

Anakin stands outside his ship with Padme. The two lovers embrace on the landing platform. C-3P0 and R2-D2 are there.

Padme- “I’ve missed you so much, come quickly.”

Anakin- “Captain Typho will take care of you until I arrive.”

Padme- “But I need you... ”

Anakin- “I know. My mission for the Chancellor will be short. The Mustafar system is not far. Don’t worry I’ll see you soon... I promise.”

Anakin kisses his wife as she gets in her ship. Then Padme, Captain Typho, C-3PO and R2 leave for Naboo.

Bail Organa confers with Mace Windu in his chambers on Coruscant. Their conversation is not cheerful.

Mace- “Hmm... More and more the Sith clouds our vision. We must be careful.

Organa- “Another Senate hearing is scheduled for tonight and it is rumored that the Chancellor will make an announcement that affects the Jedi."

Mace- “If the Chancellor is against us... then we haven't much time."

That evening another Senate meeting is held. Mace Windu exits a gunship as it lands on the Senate's access platform and makes his way inside. Mon Mothma and Bail Organa sit in their respective places.

Palpatine- “I promise we will find out what role (if any) the Jedi play in this. I believe the Jedi and their allies may have been conspiring against the Republic. And perhaps, the now deceased, Count Dooku was in league with the Jedi all along and conspired with them to kidnap me. Only my loyal friend, Anakin Skywalker would forsake the Jedi and come to my rescue.”

Some Senators argue the Jedi’s case but the Senate erupts in disapproval.

Mas Amedda- “Silence!”

Palpatine- “Until this crisis has past, I hereby decree... that any Jedi or Senator not willing to be totally subservient to the Senate’s demands will be charged guilty of “conspiracy against the Republic."

The Senate bursts into applause and a few boos. Organa and the Loyalists silently retreat to the exits.

Obi-Wan exits hyperspace and disengages his ship fom its ring. A feeling of dread and foreboding has been creeping slowly upon him. He tries to concentrate on his feelings, hoping to grasp some reason for it. The group of Republic ships exit hyperspace around him as he focuses. He feels an acute sense of danger.

Kenobi- "Commander Cody. Come in over..."

Commander- "Yes, sir."

Kenobi- "I feel a disturbance in the Force, Grievous is close. What is the closest star system to our position?"

Commander- "The Utapau system, sir. Shall I contact Master Ki Adi Mundi?"

Kenobi- "Yes, tell him we're on our way."

Utapau is a cold rocky planet whose native race lives in caves. As they descend through the atmosphere of the Utapau system bright pink lightning flashes through the purple clouds.

A battle rages as Yoda's transport arrives on Kashyyyk and descends under the lush, forest canopy. The primitive Wookies live in the treetops, their homes and buildings built from that same wood. Yoda is escorted by the Jedi and met by a group of five or six Wookies, including Chewbacca. They move to the battlefront where Yoda instructs the Wookies in his battle strategy. Clones exit their ships and begin laying down suppression fire. Yoda leads the charge and the Republic forces surge forward, destroying the droids.

Bail Organa, Mon Mothma, and others agree that the Chancellor has gone too far and that they suspect he has his sights aimed at them. They just decide to leave when the city is locked down and clonetroops start calling for the surrender of various groups of suspected conspirators, including all Jedi. Bail Organa casually hurries to the Senate rotunda. Organa spies around a corner and sees a group of Loyalists surrounded by clonetroopers.

Organa- “I have a bad feeling about this.”

As Organa flees to his red speeder a troop of clones tell him to halt and then open fire. Organa gets to his speeder and takes off, ducking down as lasers blast the side of it.

During this time the last battle of the Clone Wars has begun on Utapau, despite Ki Adi Mundi's predictions of peace. The remnants of the Separatist forces (alerted by the Chancellor's minion) have no leadership and are unaware that the war is over. Republic clonetroopers and Jedi fight swarms of battledroids and armored vehicles for control of the system. The losses are great on all sides, but the droids are no match for the accuracy and precision of the clones and their Jedi leadership. Clonetroopers on speeder bikes race through massive droid squads.

Mace Windu picks up a small commlink and announces all Jedi and Loyalists should evacuate the city. He then turns in the direction of Palpatine's office.

An explosion rocks the Jedi Temple. As many secondary blasts shake the structure an access door explodes inward with smoke and flames. Jedi rush to defend the doorway when a robed figure emerges through the the fog. The hum of lightsabers fills the hall. A blue lightsaber crackles to life in the smoke. Clonetroops begin firing at a host of Jedi Knights and Younglings who deflect their attacks. Many Jedi are blasted and a few are cut down by Anakin Skywalker as he makes his entrance. As the Loyalists flee to the hangar, Anakin gets into massive saber combat with several Jedi at one time.

Meanwhile on Utapau, Obi-Wan lands his ship and mounts a maru, which is a super fast Taun-Taun like beast the Utapauns have domesticated. He rides through the battlefield steering his maru around massive tanks and laserfire. As he makes his way through the firestorm enemy forces turn in his direction. Unable to flee he watches as the droids fire at him. Suddenly a Republic gunship drops between them, blasting the droids and vehicles. Ki Adi Mundi jumps out of the ship and deflects laser bolts with his saber. Suddenly a vehicle bursts from hiding and makes an escape attempt.

Ki Adi Mundi- "Go! Capture Grievous!!"

As Kenobi pushes his maru at full speed, a gunship is blown out of the sky and crashes. The General rides in a vehicle similiar to a hailfire droid, but with only one wheel. The driver's seat is inside the wheel itself. Grievous fires backwards with his blaster. Obi-Wan ignites his blue lightsaber and tries to deflect shots to protect his maru. Obi-wan rides beside him. Grievous drops his blaster and produces a purple bladed lightsaber. He strikes at Kenobi, who instantly guards with his own. The two sword-fight side by side as they hurl over the rocky terrain at dangerous speeds. General Grievous turns suddenly and heads for the mountainside. As Grievous' vehicle hits the incline four claw-like arms extend from the sides of his vehicle. They dig into the rock and Grievous' vehicle begins to vertically scale the sheer surface. Obi-Wan's mount can also climb vertically. Obi-Wan makes it to the summit and surveys the area but there is no trace of the General.

As Skywalker advances the clonetroopers fire from behind him. Agen Kolar deflects a shot towards Anakin who ricochets it back into his face. Another Jedi flies at Anakin who dies instantly, with his windpipe crushed by Anakin’s mind. He then amputates both a Jedi’s arms and Force pushes him into a group of others.

Obi-Wan continues to follow General Grievous' trail on Utapau but stops short at the sound of lightsabers.

Kenobi- “I’ve been expecting you... Sifo-Dyas."

Grievous- “Very good... very good. How... may I ask, did you make this discovery?"

Kenobi- "Count Dooku was the only Jedi to leave the Order and still be alive. Only one other Jedi betrayed the Order during that time and was destroyed. But no body was ever found. You underestimated the Jedi's ability to see beyond the obvious."

Grievous- "Yes... it was I who ordered the clones for my Master. You seem to have it all figured out Master Obi-Wan, but you won't live long enough for it to matter."

The General grasps two lightsabers, a green and a purple one. Obi-Wan lights his blue saber with resignation.

Kenobi- “So be it.”

On Coruscant, Bail Organa, Mon Mothma and other Loyalists hide behind a shuttle as the hangar doors close. Only Anakin Skywalker makes it inside. The tired Jedi Knights face off against the might of the Chosen One. A fight of unparalleled ferocity takes place, with Anakin taking on all the Jedi at once. The Jedi can only hope to contain his hateful rampage.

Just then the hangar ceiling divides and Bail Organa lowers the Tantive IV into the hangar bay by remote control. The Loyalists duck into the ship, close the main hatch and the ship takes off.

An amazing duel ensues on Utapau, with Kenobi whirling and flipping and General Grievous slashing and swinging away with his dual sabers. Obi-Wan and Grievous fight to a draw.

Grievous- “The Jedi will soon be extinct and you with them... But I have been promised a high place in the galaxy’s new order.”

Kenobi- "I don't care what they promised you Grievous, you are only one thing... a traitor to the Jedi Order!!"

Grievous screams in rage and attacks Obi-Wan again.

Grievous- "You were a fool to be so blind Master Kenobi... and now... you... will...
die.”

As the duel progresses the General begins using the Force. He pulls down a large boulder and Kenobi has to jump to safety. When Obi-Wan rights himself Grievous has disappeared.

Anakin arrives at Chancellor Palpatine's office.

Palpatine- “Is everything going as planned?”

Anakin- “Yes my Lord.”

Palpatine- “Good... You have done well. I will soon officially declare all opposition to the Republic outlaws, wanted dead or alive. There is only one more obstacle. If you would discover the true nature of the Force, you must join me as my Sith apprentice.”

Anakin- “Yes Master.”

Palpatine- “ Those closest to you will betray your confidence, but no Jedi is powerful enough to stand in your way and Obi-Wan is no longer your Master."

Mace Windu arrives with Kit Fisto, Saasee Tinn and a few other prominent Jedi Knights.

Mace- "No more games Chancellor. The Jedi will not stand for this."

Palpatine- "The Jedi have failed to see the real power of the Force... but they will learn."

Palpatine rises from his chair and Force lightning flies from his fingertips. Windu instantly ignites his lightsaber and absorbs it.

Sidious- "Anakin! Kill them!"

On Utapau, Kenobi follows his Force sense to a dark cave, where the General is waiting in the shadows for him. As Obi-Wan spots him, Grievous comes forward and removes his mask. Behind his face-plate only the brain and eyes of an alien are encased in a clear headpiece. Grievous also removes his robe so his metal skeleton can be seen. Inside a clear chest area a few vital organs float in clear preserving fluids. Out of the darkness an eerie metallic voice speaks ...

Grievous- "A Jedi made me into this!!! This travesty! A Jedi you knew well I think."

Kenobi- "Qui-Gon Jinn knew you were evil Sifo-Dyas and he did what he had to do... to protect the Order. You were the one who scorned the Jedi and decided to become our enemy."

Grievous- "Qui-Gon learned the hard way and so will you!!"

Both the Droid General's mechanical forearms split in two, with the secondary claws igniting two more lightsabers. The General effectively wields four lightsabers; two green and two purple. The blackness is split by azure, violet and green lightning as Obi-Wan and the rogue Jedi continue the fight in the dark. Kenobi disarms the traitor of one green saber and the fight turns ugly. Kenobi parries and slashes off one of the General's robotic arms. General Grievous fights dirty, desperate to win.

Anakin spins, flips and slashes. As they fight in Palpatine's office, Anakin slashes half of Kit Fisto’s tentacles off. While Fisto is stunned Skywalker Force pushes him out the glass window and he plummets to his death in the bowels of Coruscant. Anakin fights Saessee Tin while a padawan Jedi comes at him from behind. Anakin stabs backwards without turning or looking and kills the Jedi instantly. Saesee Tinn leans in to block a swing aimed at Cin Draillag. He locks swords with the Anakin while Cin jumps back into the fray. Skywalker paralyzes him with Force choke and strikes... Saasee Tinn is cut down horizontally and falls in two sections. Anakin then runs up the wall, flips up over Cin Draillag and runs him through. Anakin then turns to Windu.

On Utapau, the General knocks away Obi-Wan's saber, smashes it under one giant mechanical foot and looms over him triumphantly. Kenobi quickly uses the Force to pull General Grievous' discarded laser rifle into his hands. He blasts upwards through Grievous' innards, rupturing the protective casing. Liquids and fluids of all kinds burst out drenching Obi-Wan. The change in pressure blows Grievous' eyeballs out of his head. The General slumps onto his side and dies. Kenobi, exhausted, picks up one of Grievous' discarded sabers and goes back to his clonetroops. He meets his friend Commander Cody on the way. Cody greets him leading his lizard mount.

Obi-Wan- "Now let's get a move on, we still have a battle to win here."

Commander- "Yes sir."

Meanwhile on Coruscant, Anakin duels Mace Windu.

Windu- “Anakin don’t make me destroy you.”

Anakin- “I don’t fear death... for the Dark Side is my ally now.”

Anakin spins his lightsaber and strikes at Windu, who defends. Anakin's power increases through anger as he spins faster and swings harder. Mace and Anakin duel for a short time but Windu's experience wins out. Mace blocks Anakin's attacks and then pulls the saber from his grasp and Force pushes him away.

Suddenly a low rattling hum slowly rises in volume. Windu turns around to face Palpatine. The Chancellor begins to laugh. Palpatine deftly wields a slender, red blade with one hand. A shocked Windu beholds a dark Master of the Sith. The dark lord attacks with flicks and cuts to fast to clearly see. All Windu can do is block and parry during Palpatine’s vicious onslaught. After a long battle, Windu succumbs to his ferocity and has his arms cut off at the elbows. He Force pushes Windu back against the wall where he slumps to the ground. Anakin is in awe as Sidious turns to him.

Sidious- "Now... finish him... only then will your journey to the Dark Side be complete!”

Anakin looks at Palpatine who’s eyes burn with an immense power. Seeing that power
and wanting it for himself, Anakin walks slowly towards Windu with his saber held
before him.

On Kashyyyk, Yoda has saved the Wookies from certain defeat. They have routed the enemy and are celebrating their victory. Suddenly Yoda slumps to the floor.

Clone- "Are you all right Master Yoda?"

Yoda- "Something terrible has happened. We must alert the Council on Coruscant."

On Coruscant Palpatine, Sly Moore and Mas Amedda have a secret meeting in the balcony box of an opera theater. A young general named Tarkin sits at the Chancellor’s right hand.

Tarkin- “Your Excellency, your bodyguard will arrive shortly I assure you."

A hooded Anakin enters.

Sidious- "You have done well my young apprentice. Now go to the Mustafar system and await further instruction."

Anakin- "Yes, my Master."

Anakin leaves and Tarkin moves forward. He holds out a small remote device for the Chancellor. Palpatine types in a series of codes.

Sidious- "It has begun."