Disclaimer: Lucas owns all. He's a very rich man.

Description: This is an Alternate Universe story set in the time period of Episode III. Essentially, it's a reimagining of the Clone War. Rather than fighting the Separatists, the Republic and Jedi are at war with the Sith.

This story will be dark in parts, but I hope to evoke the sense of fun created by Mr. Lucas. My goal is to provide an entertaining adventure with twists, turns, and engaging characters.

A/N: Feedback is always appreciated. Do me a favor and leave a review. Criticism, praise, and questions are all welcome. Thanks!


War! The Republic is losing ground in its battle with the Sith. Led by the Dark Lord Darth Sidious, the Sith have conquered countless worlds and brought the galaxy to its knees. Lured by the promise of power, disillusioned Jedi Knights are joining their ranks in droves.

The Sith have begun to kidnap key Republic leaders. Senators and monarchs live in abject fear. Some have resigned from office; others have joined the Sith.

In space above the Outer Rim world of Sarna, Republic warships are battling a Sith fleet commanded by General Grievous. Infiltrating Grievous' flagship, a Jedi Knight leads a daring mission to rescue a captive senator...


The chaos was beautiful in its own violent way.

Fighters were carved apart in the crossfire of battleships. One after another, A-Wings exploded. The Jedi's dying screams rang out over open channels.

Obi-Wan Kenobi cut a path through the narrow gaps between fire. He circled the flagship to reach the docking bay on the other side.

But before he could turn about, a blaster bolt rocked the ship. It tore a chunk from the left wing, throwing debris over R2D2, who whined in protest.

"Calm down, R2," a smooth voice replied. "We're all right. Shift the stabilizers to compensate."

The droid steadied the ship, but they wouldn't survive another hit.

Obi-Wan brought the A-Wing around, grimacing as it lurched to one side. He could see the docking bay now. The shields were down as a batch of fighters prepared to launch.

"Should be a happy landing," he quipped, dodging fire in his approach. "Not too fast now, R2..."

The ship accelerated, shuddering as nuts and bolts popped off into space.

Obi-Wan grabbed the console. "R2! Are you even listening to me?!" R2 whined as the Jedi shouted: "Brace yourself!"

The A-Wing crashed into the bay, wiping out droids and the ships they were servicing. Obi-Wan's fighter skidded across the hanger with a metal-on-metal howl before gnashing to a halt.

Two dozen droids surrounded the vessel on all sides.

"Careful with this one," the nasally leader warned.

They waited in silence, casting glances at each other. R2 let out a shrill beep, drawing their attention, before the cockpit window shot into the air. Obi-Wan followed with a graceful leap.

Igniting his lightsaber in mid-air, he sliced three of them in half, landing in a roll. With a flick of his wrist, he threw two into the A-Wing, smashing them into scrap.

The rest of the droids attacked. He deflected their shots, cutting through the platoon with easy strokes of his saber.

When the last one fell, Obi-Wan stood back to admire his work. He looked at the A-Wing when R2 mewled.

"Well, you can come out now," said Obi-Wan. As R2 cautiously descended, the Jedi added: "And a lot of help you were."

R2 beeped petulantly.

"Sure, sure. You'll get the next ones," Obi-Wan said, sweeping his eyes over the bay. They landed on an elevator. "Come on, R2. Stay close."

His companion trailed after him. It would have felt routine if not for their mission target. Entering the elevator, Obi-Wan called up a schematic. "Do you think you can find the senator?"

R2 beeped affirmatively, connecting to the computer. In a matter of seconds, he relayed the data.

"What's on Deck 47?" Obi-Wan asked. He frowned at R2's reply. "The General's Quarters? Hmm. That's an observation chamber; it's not where you'd keep a prisoner. I suspect this is a trap."

The droid whined uneasily.

"What are you complaining about? I'm doing all the leg work, as usual."

R2 beeped under his breath, starting the elevator.

Obi-Wan tugged on his beard. He thought of the hostage, his friend of many years. He'd tried to recuse himself on the grounds that his attachment was problematic. But Yoda dismissed his concerns.

Was his faith misplaced?

The chamber was foreboding, all black and gray. Pale yellow lights spawned shadows throughout. On the far side, near a massive window showing the dogfight in space, the hostage sat shackled in an ornate chair.

Obi-Wan's heart skipped. He descended the stairs, smiling tightly.

"Obi-Wan," she breathed. "How did you get in here?"

"Later," he said, flicking his wrist to remove her shackles. "We need to get moving."

Padme stood, rubbing her tender wrists.

Obi-Wan gestured to the main door. "We can take—"

His mouth snapped shut as the door slid open. A man in a black cloak walked to the edge of the platform, drawing back his hood. Obi-Wan met the cold stare of Quinlan Vos. His yellow eyes were set shallowly, seeming ready to fall from his sharp, gaunt face. On either side of him were two droids brandishing electrostaffs.

Obi-Wan breathed. "Hello, Quinlan," he greeted his old friend.

"I've been waiting for this moment," replied Vos in a voice like crunching glass.

"I don't doubt that."

"Put down your sword. I'd hate to bloody you in a lady's company."

Obi-Wan stood in front of Padme to block Vos' view. "I don't think so," he said, voice dangerously low. "You'll not get away this time, Sith."

Vos jumped to the floor below, igniting his lightsaber. Obi-Wan followed suit. He threw a look at Padme, who moved to a safe distance. Then he met Vos cautiously in the middle of the chamber.

"Your death will delight Lord Sidious," Vos taunted.

"Not today."

Vos opened with a swing, easily deflected. He tried lunges and hammer strikes, stymied at every turn. Obi-Wan whirled his blade easily while awaiting his opening.

When Vos lost his footing, Obi-Wan spun and slit his throat ear to ear. Vos' eyes widened. He swiped wildly; Obi-Wan severed his arm. The red saber switched off when the limb hit the ground.

Vos fell to his knees. Blood spurted like a fountain. "You… you... Y..." He held Obi-Wan's eyes before dropping at his feet.

Obi-Wan turned to Padme. She didn't move, staring at Vos' corpse. When he called her name, she snapped to attention. Swallowing bile, she followed him past the body.

At the top of the stairs, Obi-Wan dispatched the two droids. He led her out of the chamber into a corridor. Padme grabbed his free hand, which he thoughtlessly gave her. He checked both directions, pulling her left.

"You knew him," she said suddenly.


"The Sith."

He nodded stoically. "We were friends as younglings."

"But he turned."

Something flashed in his eyes but was quickly forced down. She knew it as guilt. Perhaps when they were safe, she'd remove its weight from him. "How are we getting out of here?" she asked.

Two droids appeared, opening fire. Obi-Wan deflected their shots and they exploded against the wall. Not missing a beat, he said: "Watch and learn, m'lady." He raised his comm-link: "R2, come in."

The droid beeped back at him.

"Have you found transportation?" R2 whined in chagrin. "Well what have you been doing this whole time?" Obi-Wan continued before an answer: "Nevermind; don't tell me. Are there any ships in Bay 2?"

R2 beeped in the negative.

"What about the escape pods?" Padme asked.

"That's too risky. We'd give Grievous a clean shot."

The droid offered an alternative.

"Eject all the pods at once? That's not bad. Better odds," said Obi-Wan. "We'll meet you down there." He paused, adding affectionately: "Stay safe, old friend."

Outside the lift, they heard the dull thrum of droids. Obi-Wan drew his lightsaber.

The doors slid open—revealing a dozen. He decapitated half in one swift motion. Before they could fall, he shoved the dead droids backward, knocking down the others. Then he carved them apart like a machete clears brush.

He took Padme's hand. "Come on."

She stepped carefully over the fallen droids. "How did you do that?"

"Beginner's luck," he quipped.

They rushed down the corridor—clear sailing from then on. They shared a smile of victory when they saw the escape pods. But the joy was short-lived.

At the end of the corridor, a bulkhead opened. Six Sith appeared from the shadows. Each face, hidden under a hood, was anchored by glowing eyes. They smiled perniciously, igniting red blades.

"I don't suppose they're here to see us off."