Okay, I'm posting this for my cousin, sandman7734, the original creator of this story. He apparently wants me to do the rewrite as a jumpstart for my own fan fiction career. So this chapter is his work, everything to come later is mine...

So yeah, I hope I can do this story justice. And remember, no General Grievous in this universe...


It had all gone to hell from the start.

The mission had seemed simple at first. The Separatists had built multiple droid foundries on the planet known as Hypori, according to information gathered by Jedi Master Daakman Barrek and his Padawan, Sha'a Gi. Believing that a successful attack on the foundries would strike a major victory for the Republic, Master Barrek had gathered a strike team made up of a dozen Acclamator I-class assault ships, hundreds of clone soldiers, including incredibly skilled ARC troopers, and seven Jedi. Besides Master Barrek and Sha'a Gi, the Jedi team consisted of Knights K'Kruhk and Tarr Seirr, alongside legendary Jedi Masters Ki-Adi-Mundi, Aayla Secura, and Shaak Ti. All-in-all, a considerable amount of firepower. Destroying the droid facilities would be a cinch with this task force leading the offensive.

What they hadn't expected was a Separatist ambush.

As soon as the Republic ships left hyperspace in Hypori's atmosphere, clusters of orbital mines that had been lying in wait for them were set off. They never stood a chance.

The Acclamator I ships were blown out of the sky, crashing in the midst of an unimaginably massive army of Super Battle Droids, who didn't even wait for the ships to impact the ground before opening fire.

Chaos reigned supreme.

The troopers were killed in a multitude of ways, be it from the mines in orbit, the ships impacting the ground, or simply being cut down by the gargantuan amounts of blaster fire that was continuously flying through the air without any sign of stopping. This was no battle. It was a slaughter.

The Jedi, each having been assigned to a different assault ship, were attempting to regroup in the broken husks that used to be their attack force, forced to dodge random blaster fire and exploding machinery.

Master Barrek, in desperation, activated his comm link and managed to get a signal through to Master Obi-Wan Kenobi, who was on Muunilinst at the moment.

This is the moment where the entire war changed.

"Master Kenobi? MASTER KENOBI?" Barrek yelled as he continued deflecting droid blaster fire with his emerald lightsaber.

"Yes, Master Barrek?" Kenobi responded, his calm voice sounding out of place in the rampant war zone Barrek found himself in.

"Need immediate evac from planet Hypori! Our forces are totally destroyed!" the Jedi Master cried into the comm, dodging more blaster fire and hiding behind a broken section of one of the assault ships.

Panting, Barrek continued his report of the situation. "Only a few of us left. Some new Sith general! He's unstoppable!" After pausing to catch his breath once more, Barrek resumed talking.

"Can't hold out for long, General Starkiller is hunting us! He's-"

The sound of a lightsaber cut him off. Barrek whipped his head around, his eyes managing to catch sight of a red blade flying towards him. It would be the last thing he ever saw.

The limp hand of Daakman Barrek released the still-active comm link, the hologram of Master Kenobi still barking into his own communicator. "Master Barrek? Come in, Master Barrek! COME IN!"

Kenobi's yelling was cut off as a large black boot promptly crushed the comm under its heel.

The Super Battle Droids continued their combined fire on one assault ship in particular, as it was the one containing the six surviving Jedi of the failed attack. The firing ceased immediately, however, as a hand coated in a black glove, with claw-like attachments on the fingers, was lifted into the air.

Inside the destroyed remains of the lead assault ship, the six surviving Jedi of the attack were attempting to catch their breath, each of them exhausted and still contemplating this mighty new foe.

"He is... unstoppable," K'Kruhk panted, the Whiphid Jedi having bent down on one knee from exhaustion, lightsaber still clutched in his left hand, just in case.

"Never have we been outmaneuvered by droids," Shaak Ti noted, leaning against some nearby rubble with her eyes closed in thought. "His strategy is practically flawless."

"This is the end," Sha'a Gi cried in despair, his mental stability rapidly deteriorating after sensing his master being struck down. "We're all doomed!"

"It's unbelievable," Aayla Secura began, the Twi'lek rubbing her temples as she sat cross-legged on the ground. "I've never felt anything like this before. His power is immense!"

"Our predicament is dire, yes. And our enemy may be powerful," Ki-Adi-Mundi admitted. "But do not despair. Focus! We are Jedi!"

Mundi's little speech managed to raise his comrades' spirits, if only a little, with K'Kruhk nodding in the affirmative and Shaak Ti giving a small smile of hope.

The moment of tranquility was shattered in an instant.

"JEDI SCUM!" Starkiller's voice reverberated through the air, his deep and inhuman voice causing the Jedi to snap to attention, five lightsabers activating, each warrior taking defensive positions around the perimeter. Mundi was the only one who left his blade deactivated.


The six Jedi felt a surge of fear crawl through them. They had no idea what this new Sith was capable of, but they could sense his power, and it was absolutely monstrous.

For a few moments, everything was silent. Even the wind didn't dare make a sound. Ki-Adi-Mundi felt his heart beating rapidly in his chest, the quiet suspense becoming unbearable.

Then, they began to hear the breathing.

It was an undeniably chilling sound. The oxygen going in, and the carbon dioxide slowly coming out. The breathing seemed to echo throughout the remains of the ship. HOOOO CUHHH, HOOOO CUHHH.

"That noise..." Shaak Ti said, fear evident in her voice.

"He is coming," Mundi noted. "Alone."

Gi's head snapped over to look at the Jedi Master. "We can't face him!"

The Padawan's panic was palpable, sweat pouring down his head and his hands shaking, causing his green lightsaber to vibrate as well.

"We must try, Padawan!" Mundi snapped.

Meanwhile, the breathing continued.


"It's all around us," Tarr Seirr muttered, lifting his lightsaber slightly higher.

Mundi did not respond, instead focusing his attention on the main entrance to their makeshift shelter, a large hole blown in the side of the ship. That would be the most likely entrance point. Maybe he could catch a glimpse of this enigmatic Sith general.

Then, the breathing abruptly stopped.

The Jedi tensed up, each one expecting an attack from any direction. They had the advantage of numbers, he had the element of surprise.

Gi was the first to crack. He opened his mouth and let out a manic battle cry as he charged toward the opening, lightsaber raised over his head. "NO!" Mundi cried, rushing after the Padawan to stop him. But it was too late.

As Gi took a few steps outside, he began writhing in pain as a wave of Force Lightning flew down from above. Mundi stopped at the entrance as a dark shadow dropped down in front of Gi, out of sight of the other Jedi.

The Padawan continued to howl in pain until a red lightsaber blade sprang forth from his back, silencing him forever. And then, as Gi's limp corpse fell from the now-deactivated crimson blade, Mundi got his first good look at Lord Starkiller.

He wore a black suit that covered almost all of his body. There appeared to be some kind of gray harness around his waist, and a belt holding multiple lightsabers, no doubt taken from Jedi the general had slain. On his shoulders, near his head, were some kind of bronze platings, and next to them were real silver shoulder pads. His feet had heavy boots on them, and his legs were wrapped in some kind of cloth that moved as he walked. His hands had many prosthetics on it, with sharp claw-like structures on the fingers. But the most terrifying part was the helmet. It looked similar to an ubese mask, with the visor and mouthpiece. But the visor was T-shaped, like a Mandalorian helmet. On the sides of the helmet were outward-slanting metal plates that appeared to protect the neck.

Ki-Adi-Mundi, for the first time in years, felt a surge of sheer terror from the physical appearance of his new enemy. But the Jedi Master refused to let that fear control him, activating his lightsaber in one hand while reaching out behind him with the other to warn away his allies. "Get back!" he ordered to the remaining four Jedi.

At this, the Sith general let out a menacing, nightmarish chuckle as he bent his knees and leaped into the air, out of sight of the Jedi.

Mundi, Secura, Shaak Ti, K'Kruhk, and Seirr all gathered into a group, each facing a different direction and slowly backing away from the entrance to their makeshift shelter. The insane amount of power they had just felt seemed to have disappeared completely; they could not sense his presense anywhere. Even the haunting sound of his assisted breathing had vanished. The only sounds heard were the footsteps of the Jedi and the hum of their lightsabers.

Jedi fools, Starkiller thought with a faint sense of amusement as he watched them from above, magnetic clamps on his boots allowing him to observe his opponents while hanging upside-down on the ceiling. While he had the ability to mute the sound of his assisted breathing from the helmet, he preferred to let its haunting noise resonate every time he drew breath, allowing it to strike fear into friend and foe alike. Slowly and ever-so-carefully, Starkiller reached down and grasped his original lightsaber; the crimson one that had been with him since he had first awakened on Geonosis, hungering for the thrill of battle. The blade had claimed the lives of many Jedi and clone troopers, and it was about to take a few more.

Releasing his magnetic hold to the ceiling, Starkiller allowed gravity to do its job, revealing his presense by activating his lightsaber, blood-red blade lighting up the darkness as the five Jedi looked up, each one having the reflexes to jump back before the Sith Lord impacted the ground, releasing a wave of Force energy as a simple intimidation factor.

"Come, Jedi. Impress me," the deep voice of the helmeted general snarled as he lifted his right arm, lightsaber held in Shien-style reverse grip. Mundi was the first to attack, lunging forward, lightsaber over his head for a powerful vertical strike. His fellow Jedi followed suit, each going for an instant death-blow.

Starkiller smirked behind his helmet as he allowed himself to go on the defensive, twisting back and forth to block and deflect every attack that came toward him. He dodged a horizontal slice from Tarr Seirr and spun his body in a circle, twisting his lightsaber around his back to deflect a pair of swings from Shaak Ti and K'Kruhk before locking sabers with Secura. Starkiller then gave a mocking laugh as he swiftly delivered a Force-empowered kick to the Twi'lek's abdomen, sending her flying back into a pile of rubble.

The Sith Lord then bent backwards as an emerald lightsaber blade swung toward him horizontally, the weapon belonging to K'Kruhk. Starkiller quickly backflipped over the Whiphid as Ki-Adi-Mundi suddenly slammed his lightsaber into the ground that he had been standing on just seconds before.

Deciding that he would eliminate the weaker competition first, Starkiller deactivated his lightsaber and leaped into the air before letting out a mighty Force Repulse, sending Mundi, Shaak Ti, and Tarr Seirr flying backwards.

K'Kruhk managed to keep himself grounded, though his robe was practically disintegrated by the power of the blast. This did not deter the Jedi, however, as he charged forward, swinging his lightsaber with extreme ferocity at his Sith opponent.

Starkiller was not impressed. "Pathetic," he growled as he blocked another strike from the Whiphid's blade with his own lightsaber, which he was using in his right hand only, allowing his left to simply hang there, not needed in the battle against this weaker enemy.

The general quickly grew tired of his simple opponent, deciding he'd end this quickly before the other four Jedi interfered. In one quick motion, Starkiller sliced the top off of K'Kruhk's lightsaber hilt, the green blade dying instantly. The armored Sith then shot his left hand forward, his claw-like finger attachments digging straight into the Jedi Knight's flesh right above his heart.

K'Kruhk let out a pained groan, followed by what sounded by gargling as blood began dripping slowly from his mouth. Starkiller grunted in an uninterested fashion as he gave his arm a sharp tug, his hand leaving K'Kruhk's body with a sickening splick.

Giving his left hand a brief shake to remove some of the blood, Starkiller swung around to see Shaak Ti hurling broken pieces of the ship at him with the Force. The Sith began slicing and dodging his way through every piece of junk as he charged toward his remaining opponents.

Tarr Seirr shot forward as well, swinging his saber in an attempt to decapitate the Sith Lord. Starkiller, anticipating the move, slid down onto his knees and bent backwards, allowing the emerald blade to fly over his head. Tarr Seirr, however, had no time no defend himself as the menacing general shot back onto his feet and stabbed behind himself, feeling a satisfying impact as his lightsaber rammed through Seirr's back, killing him instantly.

Starkiller didn't even bother glancing at his enemy's corpse, feeling he had been a weak fighter and unworthy of any recognition.

But now, that was not the case. He had three Jedi Masters in front of him, each one known throughout the galaxy for their power and skill. Oh, he was going to have fun with these challenging warriors.

"Now then, let's see who's left," Starkiller said in an almost merry voice, flourishing his lightsaber nonchalantly as he gazed at his remaining prey. "Three Jedi Masters, two with seats on the Jedi High Council. How very interesting," he noted, continuing to emit a calm demeanor as he sized up his new opponents.

"Ki-Adi-Mundi, Shaak Ti, and Aayla Secura. You three are rumored to have incredible skill with a blade," the general admitted, pointing his own red blade at each of them as he said their names.

The Jedi, meanwhile, were mildly surprised that Starkiller knew of their abilities. They were not celebrity heroes like Obi-Wan Kenobi (the "Negotiator") or Anakin Skywalker (the "Hero With No Fear"), and therefore not as well-known around the galaxy, except to the Jedi Order and the army of clone troopers they lead into battle.

However, they had little time to ponder this, as Starkiller entered a battle stance, his blade held behind him in the reverse-Shien stance he preferred.

"Now, let us see if those rumors were exaggerated," he growled as he lunged forward, swinging his lightsaber at Ki-Adi-Mundi with intense ferocity. The Jedi Master winced as he blocked the blow, his lightsaber almost being knocked from his hands by the pure physical strength of his Sith Lord opponent.

Without missing a beat, Starkiller removed his left hand from the blade and grabbed one of the lightsabers attached to his belt, igniting an emerald green blade just in time to block Shaak Ti's stab toward his chest. Now, Starkiller stood with a lightsaber in each hand, managing to hold off two Jedi Masters at once.

Secura saw her chance and took it, leaping into the air and preparing to bring her sapphire blade right down on Starkiller's helmeted head. And just as the Jedi Guardian believed she would strike down this powerful enemy, she suddenly felt her throat constrict against her will, causing her to gasp for air and drop her lightsaber, instead scrambling at her throat in a fruitless attempt to regain her ability to breathe.

Starkiller smiled with malice under his helmet, feeling the Force flow through him as he choked Master Secura while keeping her suspended in mid-air with his considerable power.

"Can you fly, Jedi?" he taunted as he gathered a strong Force Push and fired it at Secura while still holding Mundi and Shaak Ti at bay with his dual lightsabers.

Secura managed to let out a surprised gasp as Starkiller released his hold on her before she was forcefully flung toward the ceiling of the crashed ship they had been fighting in. The Twi'Lek Jedi felt a moment of blinding pain as she collided with the metal surface before blacking out entirely.

The helmeted Sith Lord let out a menacing laugh as he turned to gaze at Shaak Ti with his haunting mask.

"It seems your friend dropped something on her way out," he quipped as he turned to look at something on the ground. The Togruta followed his line of sight, then felt her eyes widen in terror.

Secura's lightsaber, which had been laying on the ground after its owner dropped it, was now rising into the air, stopping when it was level with Shaak Ti's head.

Mundi, understanding that Starkiller was behind this, attempted to strike while the general's attention was focused on his fellow Master. The Cerean Jedi drew his blade back and attempted a decapitating blow, but Starkiller knocked it aside without having to turn around. Mundi attempted three more rapid strikes, all of which were blocked. As he prepared a fifth blow, the Sith he was attempting to defeat calmly lifted his right hand and fired out a large stream of Force Lightning. The Cerean howled in pain as he was flung across the room and into a pile of rubble.

Shaak Ti felt terrified now, barely managing to hold off Starkiller's stolen green lightsaber, she was now faced with his ruby Sith blade and Secura's, which was still floating deactivated in the air, aimed straight for her head.

"I have to say, I am disappointed. Dooku once told me that you were one of the finest swordswomen he had ever seen. But this is just pathetic!" Starkiller roared as he pushed Ti's lightsaber away before swinging with his Sith blade. Shaak Ti dodged to the left and swung in a powerful backhand motion, causing the Sith Lord to block the strike with both of his activated lightsabers.

Starkiller knocked her blade away and took a step backwards, deactivating the green lightsaber he had been holding and placing it back on his belt. At the same time, he used the Force to activate Secura's lightsaber, which had still been floating nearby, and fired it at Shaak Ti's head.

The Togruta master narrowed her eyes dangerously as she leaned her head back, allowing the blue blade to fly harmlessly past her face and impale itself in the wall of the ship.

Starkiller chuckled as he released his grip on Secura's saber, allowing it to deactivate and fall harmlessly to the ground. "That's more like it."

With that, he lifted his lightsaber and pointed it over his shoulder, extending his left arm out in the classic stance of the third form of lightsaber combat, Soresu. "Now, show me the true power of a Jedi Master," he challenged.

Narrowing her eyes, Shaak Ti bore her sharp teeth in a snarl, and lunged.

And somewhere, many star systems away, a young Jedi Padawan named Juno Eclipse woke up in her bed, and screamed.