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, but I also hope to evoke the fun of the films.

Feedback is 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, bringing the galaxy to its knees. Lured by the promise of power, disillusioned Jedi Knights are defecting to the Dark Side.

In space above the Outer Rim world of Sarna, Republic warships battle a Sith fleet commanded by General Grievous. Amidst the chaos, a Jedi Master leads a daring mission to rescue a captive senator from the ruthless droid.


The chaos was beautiful in its violent way.

Dying screams of his brothers poured from the radio. In the crossfire of battle ships, starbursts swallowed A-Wings and Ties, before scattering remnants like so much garbage.

Two Interceptors were right on his tail. Sizzling debris bracketed his ship. Relentless flak rattled his teeth. His hair clung to his face in sweaty clumps.

The Sith flagship appeared in his window. But as it did his threat display whined. The flash of a cannon—a blinding fire—lasting only a moment before starving in space—then the remnants of his wing whizzed by the window. From his slot behind the cockpit, R2D2 mewled at his master.

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

The droid steadied the ship, but they couldn't take another hit. The Interceptors were rapidly gaining.

He snapped the ship sideways, aimed straight for the flagship. "Ready on thrusters. We're going in tight." The droid shouted dismay. "It's no time for caution! Do your job, R2!"

Without the left wing, a jagged stump at the edge of his vision, every jerk of the stick was almost useless. He leaned on the Force, using pure will to steepen his descent.

The cabin air thinned. Punishing gravity threw his head at the seat. He felt the skin of his face sucked toward his back.

The Sith pilots of the Interceptors were able to match him. The computer warned of a target lock.

At the edge of consciousness, he barked at R2: "Fire thrusters!"

The A-Wing leveled, scraping along the flagship. Amber sparks flashed between fighter and cruiser. The Interceptors closed as Obi-Wan Kenobi kicked on his burners. The sudden blossom of flame blinded the Sith. Their Interceptors collided. Exploding wreckage smashed on the hull.

The resulting shock wave jolted the A-Wing, but Obi-Wan's palms were steady on the stick. Catching his breath, he turned to R2. "You're so excitable," he lamented. "We're almost there. Keep your wits."

He brought the A-Wing around, head banging the chair as he lurched to one side. He could see the docking bay. The shields were down, just as expected, as a batch of Ties prepared to launch.

"Should be a happy landing," Obi-Wan said, dodging cannons as he made his approach. "Not too fast now, R2..." The ship accelerated, shuddering as bolts were whisked into space. "R2! Are you even listening to me?!"

The A-Wing crashed into the bay, wiping out droids and the ships they were servicing. Obi-Wan's fighter skidded across the hanger, cannons ripped away with a metal-on-metal howl, until finally his ship gnashed to a halt.

A dozen droids surrounded the vessel.

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

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

His lightsaber flashed on, cleaving three droids before he landed in a roll. With a flick of his wrist, he threw two against the A-Wing, turning them to scrap as sparks lit his face. The rest were destroyed with a few quick strokes. Burning refuse piled at his feet.

Obi-Wan stood back to admire his work. He looked at the A-Wing when R2 mewled. "Well, you can come out now. And a lot of help you were."

R2 beeped petulantly. "Sure, sure. You'll get the next ones." Obi-Wan's eyes fell on an elevator: "Come on, R2. Stay close."

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

In a matter of seconds, R2 relayed the data.

"What's on Deck 47?" Obi-Wan asked. He frowned at the reply. "That's an observation chamber. Odd place for a prisoner. Looks like another 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, a friend of many years. It was a deep attachment he couldn't ignore. He'd expressed that to Yoda, who dismissed his concerns. But he knew his own heart. He feared Yoda's faith was gravely misplaced.

He placed a hand on his saber, clearing his mind. Friendship or service. Concern or duty. Whatever his drive, he would not fail.

Pale yellow lights spawned shadows through the chamber. At the far end of the room, a massive viewport showed the battle in space. The dogfights were over. The Jedi had lost, drifting dead in the glowing graves of their A-Wings. The last Republic cruisers were going down swinging.

There before him was she for whom they died.

The hostage sat shackled in an ornate chair. Obi-Wan's heart burned in his chest. He descended the stairs, smiling tightly.

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

"Later." He flicked two fingers to remove her shackles. Padme stood, rubbing her wrists. He said, "We have to get moving. It won't be long—"

His mouth snapped shut as the door slid open. A man in a black cloak walked to the edge of the platform. 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."

"I've been waiting for this," came a voice like crunching glass. As a pupil of Sidious, Vos left much to be desired. He had no patience for plotting, met every agitation with spasmodic vengeance. To be denied it by Obi-Wan, and for so many years, was a niggling disgrace.

"I don't doubt that."

"Put down your weapon. I'd hate to bloody you in front of a lady."

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 saber. Obi-Wan threw a look at Padme, who moved to a safe distance. He met Vos cautiously in the middle of the chamber.

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

"Not, I think, today."

Vos opened with a swing, easily deflected. He tried lunges and hammer strikes, stymied at every turn. No nuance, no feints. Just style, rage. He pointlessly flipped, almost losing his legs, pants split and sizzling where Obi-Wan sliced them.

He whirled and struck—red clashing with blue. They stood eye to eye, staring between the burning X of their blades. Obi-Wan pulled away, ducking a swipe. He dropped to a knee and slit his throat with a back swing.

Vos silently screamed. He collapsed on his side, head partly detached from the depth of the cut. His mouth held dying words he was helpless to utter. This was his fate from the moment he turned. Obi-Wan squinted, measured a kick. The Sith's head ripped away from the last of his tendons.

Padme didn't move, transfixed by the corpse. When Obi-Wan called her name, she snapped to attention.

At the top of the stairs, Obi-Wan dispatched the two droids. He led her out of the chamber into a corridor. Padme took his hand and he pulled her along.

"You knew him," she said.


"The Sith."

"We were friends as younglings," Obi-Wan said.

"But he turned."

Something flashed in his eyes but was quickly forced down. 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. "Watch and learn, milady." He raised his comlink: "R2, come in."

The droid beeped back at him.

"Have you found transportation?" R2 whined. "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.

"Too risky. We'd give Grievous a clean shot."

The droid made a suggestion.

Obi-Wan mused, "Eject all the pods at once? That's not bad, R2. We'll meet you there." He paused, adding affectionately: "Stay safe, old friend."

From inside the lift, they heard the dull thrum of droids. Obi-Wan drew his saber.

The doors slid open. He decapitated five in one swift motion. Before they could fall, he threw the dead droids into their kin. The living scurried on the floor. He cut through the tangle like a farmer does brush.

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

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

"Very carefully."

They hurried down the hall, sharing a smile of victory when they saw the escape pods.

At the end of the corridor, a bulkhead opened. Six Sith appeared from the shadows. Rubicund eyes burned beneath hoods. Red blades ignited. The air smelled of lighting.

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