Chapter 3 The Phantom Menace - the Horror Fan Fiction Archive_ a.rtf by handongqp

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									                                                                          STAR WARS



                                                                   THE PHANTOM MENACE


                                                               Turmoil has engulfed the galactic
Republic. The taxation of trade routes to outlying star systems is in dispute. Hoping to resolve the
matter with a blockade of deadly battleships, the greedy Trade Federation has stopped all shipping to the
small planet of Naboo. Tensions mount with the Naboo fleet ready to retaliate. While the congress of
the Republic endlessly debates this alarming chain of events, the Supreme Chancellor has secretly
dispatched an Ambassador with five Jedi Knights, the guardians of peace and justice in the galaxy, to
settle the conflict.....



(Scroll ends, scene pans to Planet of Naboo. Two large fleets of ships face each other in a silent
standoff. The circular Tradeships and the long, sleek cruisers of Naboo. A smaller military cruiser
swiftly makes its way towards the Command battleship. We cut to the command deck of the transport.
Two pilots and several hooded figures watch the viewscreens, observing the tense situation)


Pilot: Consular cruiser Radiant VII to Federation Command ship. Requesting permission to board. We
are escorting Ambassador Hadranus and his entourage.

(Nute Gunray's image appears onscreen. He has a look of smug confidence)

Nute: Of course. We welcome the esteemed Senator aboard. Our blockade is perfectly legal.
Permission granted.

Co-Pilot: Acknowledged. Docking will commence in 4 minutes.

(The Hooded figures turn to a young man, Senator Conradin Hadranus, dressed in a sharp black military
uniform with Gold trim, with a black beret covering his short brown hair. In actually, he is probably a
young lad of 16 or so. The tallest hooded figure goes to him. Hadranus starts to fiddle with the Militia
medals adorning his chest as he starts feeling tense, though he tries not to show it. The hooded figure
pulls his hood off to examine Hadranus, revealing himself to be an older gentleman)

Hadranus: I have a bad feeling about this.

Dooku: Not getting cold feet *now*, are you?

Hadranus: No....no, I'm ready for this....

(Dooku raises an eyebrow, looks unconvinced)

Dooku: C3PO....

(A gold plated protocol droid approaches from his resting spot eagerly)

C3PO: YES, Master Dooku?
Dooku: Fetch the lad a quick Tranya to calm his nerves.

C3PO: Yes sir, right away!

Hadranus: I'm fine. Just a little nervous.

Dooku: (deadpan) Of course, as well you should be. One slip up here, and we'll be in the middle of a
horrendous galactic war....

(Hadranus starts to look pale. The other hooded figures pull off their hoods apprehensively. One is
Luminara Unduli in a heavy black burka, one is Qui-Gon Jinn, a bearded man in his 40s, the third is
Luminara's young Padawan Bariss Offee, and the fourth is young padawan Obi-Wan Kenobi)

Qui-Gonn: Really, Master Dooku, you must be mindful of your thoughts.

Obi-wan: (smirking) To say nothing of the good Senator's well being.

Dooku: Just trying to cheer him up.

Bariss: Everything will go well, Hadranus. Trust in that.

Luminara: There is truth to the jest. I sense much tension in both fleets.

Hadranus: (deadpan) Terrific. The fate of millions rests with me. It's refreshing.

Qui-Gon: There is no need to panic. We have the backing of the Chancellor. The Trade Federation has
no choice but to end their blockade once we deliver the terms.

Dooku: He's right, you know. You were chosen because you are the most qualified.

Hadranus: Palpatine could have done this.....

Dooku: Chancellor Valorum needed to keep this a secret from much of the Senate, even his
supporters.......

(The ship jolts as they enter the docking bay of the ominous Federation command ship. C3PO, ever
mindful, brings a glass of a dark orange spice tea to the young man. He gulps it down fast)

Hadranus: Thank you.

C3PO: Oh, the pleasure is all mine. Might I say 'Good luck' in your negotiations, Master Hadranus.

Obi-wan: Really, 3PO, in our business there's no such thing as luck.

Hadranus: May the Force be with us all, C3PO.

Luminara: Barriss and I will wait here for your return.

Obi-wan: (smiling) We'll be back soon. Don't get bored.

(The hatch opens. Qui-gon steals a quick glance at Luminara and smiles for a second. C3PO leads the
delegation to meet up with a silvery protocol droid leading a squad of battle droid escorts)


TC-14: Greetings, I am Human-cyborg relations droid TC-14.
C3PO: How wonderful! I am C3PO, and this is Ambassador Hadranus of planet Achilleas.

TC-14: Please, follow me.

(The Federation escorts lead them to a minor meeting room with a long table, a few chairs, but otherwise
sparesly furnished)

TC-14: If there is anything you need, please do not hesitate to call on myself or Captain VGR-001 for
assistance.

(The lead battledroid, distinguishable from the others only by a large black stripe on his head to signify
his rank, salutes them and turns to march the squad down the hall)

Obi-Wan: I think Hadranus is right. There is a bad feeling

Qui-gon: I don't sense anything.

Obi-wan: It's not the mission, Master. Something....elsewhere.......elusive.

Qui-gon: Don't center on your anxieties, Obi-wan. Keep your mind on the here and now where it
belongs.

Obi-wan: Master Yoda always said we should be mindful of the future.

Qui-gon: But not at the expense of the moment. Be mindful of the living force, young padawan.

Obi-wan: Yes, Master.

Dooku: Really, Qui-gon, I can remember many a time when your mind wasn't on the "here and now".
Especially with your training........

Qui-gon: I was always a decent student, Master.

(Dooku raises a mirthful eyebrow. Qui-gon looks back at him)

Qui-gon: That incident on Persephone........doesn't count.

C3PO: I don't see what is the problem. They seem very nice to me.

(Hadranus looks apprehensively out the window at the shiny Federation fleet)

Hadranus: I se-...I think the Viceroy might try to take advantage of this suprise visit.

Dooku: Don't be hasty. Our petition from the Council and the Senate will put him in his place.

Qui-gon: These Trade Federation types are cowards. The negotiations will be short.



(Meanwhile, TC-14 reports to several figures on the bridge about a startling revelation. The femanine
droid addresses Viceroy Nute Gunray, 2nd in command Rune Haako, Banking Clan Chairman San Hill,
and reptilian Kaleesh Commander Akenaton Grievous)

Nute: What? What did you say?
TC-14: The ambassador's entourage are Jedi Knights, I believe.

Rune: I knew it. They're here to force a settlement.

San: *Difuya!* (Shit!) Our investment in this operation is critical. Viceroy, we must launch ahead of
schedule.

Grievous: They must be killed. There is more at stake than mere money! Give me a platoon of droids
and *I* will finish them.

Nute: Wait, wait. Too hasty. Distract them. I'll contact Lord Sidious.

Rune: Are you crazy in the head? I'm not going down there in a room full of *Jedi*. SEND IN THE
DROID!

(TC-14 glances at them in suprise)


(Moments later, TC-14 re-enters the meeting room with a tray full of drinks. Everyone is becoming very
uneasy as they each take a glass)

Obi-wan: Is it usual for them to make us wait this long?

Hadranus: It's a tactic. They're making us anxious.....(mumbling) make *me* anxious.......

C3PO: I'm sure it's nothing, right Master Dooku?

Qui-gon: This is odd. I sense a lot of fear over something as trivial as this trade dispute.

Dooku: Not so trivial when there are TWO fleets of ships facing each other.

Qui-Gon: The Naboo are outgunned and outmatched by the Federation.

Hadranus: But the Law sides with Naboo. The Viceroy is delaying the inevitable.....



(Cut back to the command deck. The conspirators await Sidious' shimmering blue figure, which morphs
over a beacon receptacle)

Sidious: What is it?

Rune: This plan of yours has failed. The blockade is finished! We dare not stand against the Jedi.

Sidious: Viceroy......I do not want this stunted slime in my sight again!

(Nute glances with disapproval at Rune, who sensibly walks away)

Sidious: It is an unfortunate turn of events. We will have to accelerate our plans. Begin landing your
troops.

Nute: My Lord......is that....legal?

Sidious: I will *make* it legal.

Nute: And the Jedi?
Sidious: The Chancellor should never have interferred by sending them here. Kill them! I want Senator
Hadranus captured. Convince him it's in his best interest to help sign the treaty with the Queen.

Nute: Yes, my Lord.

(Sidious fades out. San and Akenaton had very satisfied looks)

Nute: Rune, initiate the strike on their fleet, block all communications. Prepare the invasion for launch.
Grievous, I leave the Jedi to you.......

(Grievous smiles)

Grievous: It will be my pleasure.......




(In the Hangar deck, on board the Cruiser, Luminara and Barriss meditate by the cargo bay doors. A
young ensign is monitoring the power links. The pilot and co-pilot suddenly notice instant droid activity.
Several vulture fighters come alive and aim their guns. In this moment, Luminara's eyes flash open with
alarm, meeting Barriss' equally alert eyes)

Luminara: *gasp*!

Co-pilot: Captain, LOOK!

(Everything happends in a split second. The captain hits the Emergency distress signal, The vultures
open fire. Luminara, multi-tasking her force powers, opens the hatch and grabs the ensign. The
laserfire rips through the ship, blasting it to pieces. Luminara, Barriss and the ensign are thrown clear.
Smoke and debris litter the hangar bay)


(Cut to-The meeting room, where everyone jumps to attention. Dooku, Obi-wan and Qui-gon draw their
sabres up and ready)

TC-14: Oh no! I'm sorry!

C3PO: Oh dear.....

(Hadranus reaches for a small pouch on his belt, a pouch shaped like a light sabre handle. Dooku grabs
his hand cautiously, silently shaking his head. Obi-wan and Qui-gon have not noticed them)

Hadranus: (whispering) Master, I sensed-

Dooku: (whisper) Shhh-shh......I know, but not here. not yet....

Hadranus: We may need more than diplomacy to help us now. The others are in da-

Dooku: You're the ace up the proverbial sleeve, *Senator*.......You're in less danger if you keep the
facade going. If this is what I suspect, They need you....

C3PO: What's happening!?

Obi-wan: Did you sense it?
Qui-gon: Yes......I think we have worn out our welcome......

(Gas starts to seep from the vents. Everyone puts on a small breathing apparatus)

Qui-gon: Dioxin!

Dooku: C3PO, initiate order #12!

C3PO: Yes, Master Dooku!

(C3PO clumsily reaches over to TC-14, pinning the droid to the wall with one hand, deactivating it with the
other)



(Outside, in the hall ways, Grievous leads two dozen droids to the doors)

Grievous: Seize the Ambassador and make sure the Jedi are dead. Dispose of the bodies!

Droid: Roger roger!

(The blast doors open. Gas has filled the room. The droids cautiously watch and wait. After aquiet
moment, C3PO wobbles out)

C3PO: Oh dear! Begging your pardon, but....I think they're all dead!

(Grievous holds his gun steady as he waves four droids to the door. The hum of three lightsabres breath
to life)

Droid: Uh-oh.

Grievous: FIRE!!

(Laserblasts echo through the halls, the sabres of Blue, Green and White deflect a barrage of shots in the
foggy room. The jedi leap in from of the droids suddenly, slicing the first row into hot orange pieces.
Obi-wan leaps into a crowd of four, almost gracefully dancing as his blade whirls through the enemy.
Qui-gon is less inclined to theatrics, confronting one droid at a time in a practiced manner. Dooku
deflects three shots, waves a finger to knock down 6 more with an invisible wave of power. Hadranus
Moves up behind the others and grabs a droid carbine blaster, firing away at several more targets)

Hadranus: Such a clumsy weapon!

(Grievous charges at Dooku, firing several times. Dooku deflects the blasts, cuts the gun in two, leaving
Grievous stunned for a second before force kicking him into the wall. Grievous crumples to the ground.
Obi-wan and Qui-gon are a blur as they eliminate the remaining droids. All is quiet for two seconds)

Dooku: Well, there goes my lunch plans with Master Sifo-Dyas......

Qui-gon: We need to get to the bridge and end this, NOW!

Hadranus: What about Master Luminara and the others?

Qui-gon: One thing at a time. If they made it, they can take care of themselves.

Dooku: Keep out of sight, C3PO. find out what you can.
C3PO: Of course, Master Dooku, be careful.


(C3PO heads into the opposite direction, disappearing from view)



(Cut to-The hangar bay. Master Luminara, her Padawan Barriss and a lone crewman of the Radiant
scatter for cover in the chaos. Droids were cleaning up the debris to hide the attack. The three of them
crawled behind several large fuel barrels and crates until they were away from the devastation.
Luminara and Barriss were so well practiced as a master/padawan team that they needed to merely look
each other in the eyes to know that they were unharmed, yet alert to all potential dangers)

Luminara: What is your name, boy?

(The Ensign, still in shock, cannot quite hear her question. He tries to register what has just happened)

Luminara: Your name. Can you tell me your name?

Savva: Oh....Savva. Ensign engineer 1st class Nikael Savva......we're going to die....

(Barriss put a gentle hand on his forehead. Some of the shock leaves him as she focuses her force
powers to free his mind of the trauma)

Barriss: It will help in the short run, but we must move, or we WILL be dead....

Luminara: Agreed. We must find the others. Savva, stay close. From here on, we must be silent at all
times unless absolutely necessary.

Savva: Ok......

(Luminara opens a door. Quickly, they rush down a corridor. Scene cuts to the bridge. San, Nute and
Rune nervously walk towards the back of the bridge)

Officer: There is still no word from Grievous.

San: (exclaiming) By the second coming of Pertinax!!

Rune: Have you ever encountered a Jedi?

Nute, No, but I don't.....(nervously) Seal off the bridge-

Officer: Yes sir

Rune: It will not be enough......

Nute: -and get a squad of droidekas up here immediately!

(They watch as the doors to the bridge close)

Rune: We will not survive this.....



(Qui-gon leads the group towards the bridge. Master Luminara meets up with them from the other end of
the hall)
Qui-gon: Good minds think in the same direction.....

Luminara: (smiling) No better place to get answers.

Dooku: No time like the here and now!

(Qui-gon, Dooku and Luminara ignite their sabres to full power and begin cutting through the door while
the others stood guard. The door begins to glow a dull orange)

Hadranus: The crew?

Savva: Just us.....

Hadranus: *Somebody's* going to pay for this! I can promise you that.

Barriss: More droids!

(Another squad of skinny, almost comical-looking bots march towards them, guns blazing. Obi-wan and
Barriss deflect shots, Hadranus and Savva open fire)

Hadranus: At least I'm not nervous anymore!

Barriss: Who has time to be nervous?

(Obi-wan leaps into a group of droids. The three masters continue to work through the door. Rune and
Nute are now apocalyptically terrified)

Rune: They're almost here!

Nute: CLOSE THE BLAST DOORS!!

(Thick blast doors close up on the bridge. Qui-gon looks at the other two masters, perplexed. Nute
begins to feel almost smug again)

Nute: THAT should hold them!

(Qui-gon glances at Dooku and Luminara. The three of them thrust their blades into the hot metal once
more with fierce determination. The metal becomes renewed with the orange-yellow glow. Nute's jaw
drops, astounded)

Rune: They are still COMING THROUGH!!!

Nute: This....this is IMPOSSIBLE!

San: WHERE ARE THOSE DROIDEKAS!!??

(The droidekas, almost a dozen, roll down the hall towards our band of heroes, as if responding to the
panicked call)

Obi-wan: Master!! DESTROYERS!

Savva: echuta!

(Everyone turns to face the new threat. The destroyers open fire. Every jedi concentrates deflecting the
massive blast power of the attack)
Dooku: THIS isn't fair........

Hadranus: What a complete fuckaroo.

Luminara: Sauce for the goose.

Qui-gon: It's a standoff. We've got to go. Senator, we've put you in enough danger

Hadranus: All this and a fracking galactic war to boot....

Qui-gon: Obi-wan, take the Senator, I'll take the ensign.

Savva: My name is-

(Qui-gon grabs him before he can finish. They retreat quickly down the hall, pursued by slow but
enthousiastic destroyers. Nute became smug again)

Nute: They are no match for the droidekas!

Officer: Sir, they've escaped in the ventilation shaft!

(Grievous' shimmering image catches their attention)

Grievous: The Jedi are loose!

Nute: (sarcastically) I appreciate the update, Commander. Search for them in the vents!



(The group makes its way back to the large hangar bay from the vents. They notice more activity now.
Hundreds of droids are marching into the hangar and loading into transport ships)

Obi-wan: It's an army!

Barriss: An invasion....

Qui-gon: This is an odd move for the Trade Federation.

Dooku: Agreed. Even if they were to threaten invasion, they'd never follow through.....unless.....

Luminara: ......unless someone else is pulling the strings.

Qui-gon: we must warn the Naboo. Split up, hide in the transports. We'll try to meet together
somewhere on the surface. Senator, I want you to go with Barriss, Obi-wan and Savva will take another
transport. Master Luminara, you and Master Dooku-

Dooku: -I'll get in touch with C3PO.

(Qui-gon turns to him, concerned. Dooku raises an eyebrow)

Dooku: Nobody goes through this much trouble for one small planet. If I find the true mastermind and his
plans, if may give us insight.

Qui-gon: Always the gloryhound....
Dooku: On the contrary. I wouldn't wish this task on anyone. I will see you soon.

(They contemplate the plan for a few seconds. Obi-wan smirks)

Obi-wan: Well, you were right about one thing, Master....the negotiations were short. I think maybe next
time we suggest to the council to have Jedi on these diplomatic missions, we should send it in a memo.


(POV pans down a long corridor. Commander Grievous leads several soldier droids to meet up with
Captain VGR-001. Grievous is scowling quite visibly)

Grievous: Report!

VGR: Most of the ship has been scoured. My patrols are resweeping the vents. I would speculate that
the targets have stowed aboard one of the transports.

Grievous: Speculate? You can't *speculate*! You're nothing but a Gorram droid! Keep up the sweeps.
When you are finished, I want your security regiment to make for your LZ. I will go to my personal shuttle
to inspect the landing zones.....

VGR: Yes sir.

(Grievous sulks away with his entourage. VGR watches him as he disappears down the hall. VGR
almost tilts his head, contemplating)

VGR: How rude.....


(POV pans across the wide open space above Naboo. The Federation fleet crackles to life with deadly
energy. Their first strike happens so suddenly, the Naboo fleet is struck by a hailstorm of missles and
green lightning blasts of laserfire. A few ships drift from the impact, helpless. For some, there are
eruptions of volcanic light from their engines. The Naboo retaliation is fierce, but slow and not as
effective. The Fed ships move in, mostly incapacitating the Naboo as the military transports zip by with
gliding speed. Several Naboo destroyer ships collapse in a bushel of explosions. They break into
several pieces, with a multitude of escape pods bursting away from the flames. The invasion continues
its descent into the atmosphere, swarming the planet.)

(Meanwhile, back on the bridge....)

Officer: Sir, transmission coming in from the planet.

Nute: (smugly) At last, we are getting results.

(Queen Amidala's image swirls in on the big screen, stern yet calm and patient in her regal robes and
headdress)

Rune: It is Queen Amidala herself!

Nute: Queen Amidala, what an unexpected pleasure.

Amidala: You will not be pleased when you hear what I have to say. Your trade boycott of our planet has
ended, Viceroy.

(Nute looks at San and Rune. They share a good smile)

Nute: I was not aware of such failure, your highness.
Amidala: I have reports that say the ambassador is on board to force you to accept the new terms

Nute: I know nothing of an ambassador. You must be....mistaken, your Highness.

Amidala: The Chancellor shall hear of this treasonous act, Viceroy.

Nute: Our occupation of your world is perfectly legal. We would never do anything without the approval
of the Senate. How much death and destruction is inflicted is entirely up to you and your people. Your
fleet must stand down. Surrender now, and I can assure you of a peaceful transition of power!

Amidala: Careful Viceroy, the Trade Federation has gone too far this time.

Nute: (condescending) You assume too much.

Amidala: We shall see.

(The screen cuts off. Nute has a good chuckle. A gold plated protocol droid walks onto the bridge with
a tray of drinks)

Rune: She's right. The Senate wi-

Nute: -It's too late for that now!

Rune: Do you think she suspects what happened to the Ambassador?

Nute: It doesn't matter. No one will have time to retaliate against us.

San: We must make sure she understands failure to cooperate. She must be made to sign the treaty!

Nute: By nightfall, we will be masters of Theed City.

Rune: We still have to find those Jedi.

Nute: They are of no concern. They may be good fighters, but they cannot stand against our armies!

C3PO: Care for a drink, sir?

(They grab their drinks from the tray, hardly glancing at the droid)

Nute: To VICTORY!!


Cut to- Int Palace on Naboo

(Amidala and her advisors are seated around a satelite relay, where Senator Palpatine's image warbles
and shifts with uncertainty. Seated around the image are Queen Amidala, six nondescript handmaidens,
Planetary Governor Bibble, Captain Panaka, Mayor Sola Naberrie, Jedi Master Sifo-Dyas and his
Padawan Anakin Skywalker. Anakin is 14 years old, dressed in brown robes and a flat top of dark brown
hair, with the traditional tail of braided hair to signify his rank)

Palpatine: The negotiations have not taken place because the Ambassador has not arrived? How can
this be? I have had every assurance from the Chancellor that they would have arrived by now-

(Palpatine's image fazes out)
Amidala: Senator Palpatine! What has happened?

(Panaka motions to his lieutenant)

Panaka: Check the transmission generator.

(The lieutenat leaves to check, but the circle of advisors begin to mumble with discomfort)

Bibble: A communications blackout can only mean one thing....Invasion! They must have incapacitated
our fleet!

Naberrie: Impossible! We would have been alerted to such an attack.

Amidala: They wouldn't dare. He risks his allies AND ours. It would escalate in a war that would
consume dozens of systems!

Sifo: It is an odd thing for them to do. Viceroy Gunray would never take such a chance because of our
alliances with Equanus, Achilleas, Caitan, Alderaan and Geonosis.

Panaka: Not to mention the Senate would revoke his trade franchise. The Federation would be ruined by
this debacle. War is the LEAST of Nute Gunray's problems!

Anakin: And yet the reality is clear. Viceroy Gunray would never risk it, so there must be more.....

Sifo: (impressed) Agreed. The die is cast, and Gunray has made his irreversible move.

Bibble: What has happened to the Ambassador?

Panaka: Your Highness, I feel this is a dangerous situation. Our royal battalions are not as numerous as
his battle hardened droids, but we can harass his forces just long enough to get a messenger through to
our allies-

Amidala: I will not condone any actions that will lead us to war!




(More transports enter the atmosphere. Cut to- the surface, where droid patrols fly around the
perimeters of the landing zones. Hovertanks and troop transports plow through the countryside towards
the cities, knocking over trees and scaring away herds of animals. The forward camp is being secured
by Captain VGR when the Viceroy's image pops up on his communicator)

Nute: Captain, continue your search for the ambassador and the Jedi. They could be at any of the
landing zones.

VGR: Don't worry, sir. If they're on the planet, we'll find them.

Nute: Be careful. The Jedi are not to be underestimated.




(We cut to- A swamp on Naboo. Qui-gon and Luminara are on the run with several animals. A hovering
transport is barreling down on them. Trees are splintering around them as they splash through puddles
and muddy piles of leaves. Out from nowhere pops up a strange looking, panic-stricken humanoid with
eyes on stalks and big floppy ears. The floppy eared being screams and waves his hands at the two
Jedi)

Qui-gon: Go!! Get out of here!!

(The being comicly hops up on Qui-gon, blocking his ability to run or see. As the transport closes in,
Luminara tackles them both to the ground. The transport glides over them, unaware of their presence.
The floppy eared thing continues to babble until it passes. Qui-gon and Luminara get up, glancing at
each other with reassurance and quickly move on)

Jar-Jar: Zowie! Meesa no see such a bombad.....hey wait!

(The being, a Gungan, tags along behind)

Qui-gon: Be on your way.

Jar-Jar: Yousa sava my! Me love you muy!

Qui-gon: You nearly got us killed. Are you brainless?

Jar-Jar: Brainless? Meesa spake.

Qui-gon: The ability to speak does not make one intelligent. Go now.

Jar-Jar: No, no no! Meesa stay with you. Meesa Jar-Jar Binks. Meesa your humble servant.

Luminara: (smirks) Shiny, you've got a new pet.

(Qui-gon is unamused)

Qui-gon: That won't be necessary. I relieve you of your bond.

Jar-Jar: No. Meesa cannot be free. Bound to yousa. Demanded by the Gods it is.

Qui-gon: (sarcastic) Shiny.

(Laser fire erupts from within the swampy woods. Obi-wan and Ensign Savva are on the run from a droid
scout bike)

Jar-Jar: Pudu!

Luminara: Get behind me, Jar-Jar!

(The scout spots Qui-gon and fires. Qui-gon deflects the laser back at the scout, blasting it to pieces.
Obi-wan and Savva dive to the ground to avoid the debris. After a few moments, everything calms dow.
They all get up and face each other, bewildered but grateful to be alive)

Jar-Jar: You sava my again!!

Obi-wan: What's this?

Qui-gon: One of the locals. We're going to have to hurry to the Capital before more of them come.

(They start walking. Jar-Jar is perplexed)

Jar-Jar: Uhh....more did you spake?
Obi-wan: You okay, Savva?

Savva: Yeah.....I still find it hard to believe this is happening. Where are we?

Luminara: If my calculations are correct, we are on the far side of Naboo. The trek to Theed will take a
while.

Qui-gon: We have no time to lose.

(Luminara tries to use her communicator)

Luminara: The signal is still being jammed. Barriss and Hadranus might not be able to find us....

Qui-gon: That is unfortunate. But I trust the Force will guide them.



(Scene cuts to another part of the forest. Several troop transports glide casually through the woods.
CU of the nearest passes by the view. A light sabre blade punches through from the inside, making a
hole. Smoke erupts from the hole. Barriss and Senator Hadranus jump out and duck for cover. They
wait until the transports pass, until all grows quiet again)

Hadranus: My guess is we have twenty minutes before the next wave leaves the landing zone.

Barriss: Agreed. My communicator is jammed. We'll be on our own for a while.

Hadranus: You think the others are ok?

Barriss: I sense all is well, but I can't pinpoint their location.

(Hadranus points in a seemingly random direction)

Hadranus: How about *that* way?

Barriss: Why *that* way?

Hadranus: Call it a hunch.

Barriss: Pfft. In my business there's no such thing as a "hunch" when we have the Force.

(He gets up and walks in that direction. She looks at him like he's finally lost his marbles)

Barriss: You're not serious?

Hadranus: You got a better idea??

Barriss: (pouting) You're under *my* protection! And I don't think we should go *that* way!

(He turns to her)

Hadranus: I'm senior to you in every way possible. I don't sense as much danger in this direction.

(Hadranus stops for a moment, having realized he has said something he shouldn't have. Barriss is still
too annoyed to notice)

Barriss: Senior?? You're two years older, and you're just a secondary Senator who probably never set
foot outside a big city without your droid servants. Please, leave the survival skills to those who know
how.

(Taking this opportunity, he backs down)

Hadranus: Ok. We'll go your way.

(They start going in the opposite direction)

Hadranus: I'm, uhh, sorry about that crack about being your senior. It was uncalled for.

Barriss: No need to apologize. I am sorry for my outburst. I don't usually give in to my pride.....

Hadranus: It's only natural. We are all proud to a degree.

Barriss: Jedi do not revel in pride, nor in great adventures or trophies. We are a humble, yet fiercely
disciplined group.

(Hadranus smirks)

Hadranus: I'm sure you are.


(Unbeknownst to them at that moment, they were being monitored and scanned by a scout in hiding.
The scout reports in to Commander Grievous)

Scout: Two heat signatures revealed in the Y sector of the 5th grid. It must be the ones from the
command ship.

Grievous: Excellent. I've got a score to settle. RELEASE THE NEXU!!

(Grievous' personal retinue open a side door on his solar shuttle, revealing a tiger like beast with four
eyes and a huge mouth lined with teeth. It is hungry, and ignores the droids in the area. It sniffs the air,
sensing the two edible humanoids. It roars with delight before leaping into the wooded area. POV cuts
to Barriss and Hadranus. They walk along for a moment, then stop as they hear the beast roar)

Hadranus: You hear that?

Barriss: Shhh!

(They are silent for a moment. Barriss furls her brow in realization)

Barriss: Run......RUN!!!!

(They bolt into a fast run, not quite panicked)

Hadranus: Be afraid?

Barriss: Be *very* afraid!

(Hadranus' ears pick up animal movement quickly gaining on them. It will be upon them in seconds)

Hadranus: We'll never make it!

Barriss: KEEP RUNNING!
(Barriss stops and turns to face the beast. Hadranus runs a few more feet and stops)

Barriss: GO!

Hadranus: Whatever it is, we can take it!

Barriss: I'll deal with this!

(She lights up her sabre. The nexu jumps from a tree and nearly pins her to the ground. Barriss rolls to
her feet away from its grasping claws. It circles her, but is kept at bay by the burning sabre. Hadranus
stays perfectly still)

Hadranus: It's a nexu. We've got to cripple it before it strikes.

(Barriss is almost completely focused on it, ready for any sudden movement. The nexu leaps. Barriss
pirouettes in a dance of death, decapitating it in midair. The body falls like a rock. The head rolls away
into the bushes. It is over in less than a second. Hadranus looks at her in amazement as she
instinctively strikes a finishing pose)

Hadranus: Nice work.

Barriss: I told you s-

(A blast of carbine fire tears into her from behind, leaving a scorch mark in her black robe. She gasps,
teeters in shock before collapsing)

Hadranus: SHIT!

(Several droids pop up from the trees. A low dark chuckle echoes in Hadranus' very alert ears)

Grievous: Heheheh, It was a miracle shot at a hundred paces. There's nowhere to run, *ambassador*.

(Hadranus crouches by Barriss, who is barely concious)

Hadranus: She needs medical help!

Grievous: I've never killed a Jedi before.....her lightsabre will make a nice trophy, as will her hide!!

Hadranus: She is under the protection of the Republic! I am part of a diplomatic mis-

Grievous: You are part of a rogue alliance and a nuisance! Take him away!!

(Grievous takes aim at Barriss' head. Hadranus grits his teeth and reaches for an object on his belt, an
object that turns out to be a lightsabre. The guards and even Grievous are taken aback by this
revelation. The sabre's bright white light has an almost blinding effect. Hadranus takes up a defensive
stance)

Hadranus: You walk away now, or you're a dead Kaleesh. I'll have you pinned to *my* wall in the Senate
offices as a reminder to those who would betray the Republic!

(Stunned at first, Grivous starts to laugh)

Grievous: Bravo, young one! A clever deception. But I've got a reality check for you, Jedi wannabe.
You're coming with us by your own two feet or by body bag.

Hadranus: I don't think so!
(Hadranus is no longer restrained by secrecy. He lets loose his force energies and his fluid skills with the
sabre. He leaps from robot to robot. Carbine blasts whiz in every direction, some hitting other robots.
Grievous fires blindly at the boy, but Hadranus is too fast. The Jedi Senator leaps over Grievous, then
swiping the blade behind him as he turns to face the commander. Hadranus rips the carbine in two,
taking off a couple of Grievous' fingers in the strike. Grievous screams and falls to his knees)

Grievous: KILL THEM BOTH!!! DAMN THE TREATY!!! KILL THEM!!!!

(More droids approach. It is Hadranus' cue to leave, but not before one last sucker punch. He grabs
Grievous by the ear)

Hadranus: You were going to shoot a defenseless little girl????!!!

(Hadranus decks him across the face with the sabre handle, using as much spiteful strength as possible.
Grievous spits blood and a few teeth, going down with a crunchy thud. Hadranus pockets his sabre and
picks up Barriss, force leaping his way out of the area)

*************************************************************************

(Cut to- A dark chamber. A hooded figure rises from his chair, with panic in his voice)

Darth Sidious: *Gasp*.......It can't be.......

(He presses a button on his chair, summoning someone from the outside. POV faces the door as it
opens. Light spills in outlining a bounty hunter's shadow)

Jango Fett: Yes, Master?

Sidious: A matter of utmost importance has come to my attention. You must go to the Naboo system.

Jango: That backwater little noplace?

Sidious: Kill every Jedi you find. THEY MUST ALL PERISH!!!

Jango: It will be done, My Lord!

(Jango leaves. Sidious sits down again and smiles)

Sidious: Oh Plagueis, you old fool........your dream, your chosen one.....will soon be dead!


*********************************************************************************


Ext.- Forest of Naboo

(Hadranus continues to carry Barriss to safety)

Barriss: (weakly) Stop......

Hadranus: Just a little further. I see some cover.

(He leaps over a giant hill of mud, landing in a flowing stream of water. The stream is not too deep, so
Hadranus follows it for another minute until he comes to the cover of a clump of trees. He lays her down
by the stream's edge)
Hadranus: How bad is it?

Barriss: Well, if we had some bacta, this would be easy. Since we don't....*cough*.....I need you to brace
my left shoulder.

(He holds her down as she concentrates. She holds her hands over her abdomen, focusing her healing
powers on herself. Hadranus listens intensely. Droid patrols skim by just yards away. They are
undetected, but he starts getting nervous. Barriss breaks into a sweat from the pain and concentration
as the Force mends her muscle and skin tissue. She coughs a little more, trying to take her mind off the
pain by talking)

Barriss: Care to explain that little exhibition back there?

Hadranus: (nervous) Umm, you were....delirious?

Barriss: Nice try. You've never attended classes in the temple, but you sure do know a lot about Jedi
*stuff*

Hadranus: I'm a good observer. Shouldn't you be passing out now?

Barriss: Good enough observer to build your own lightsabre? That's shiny.

Hadranus: It's not safe here. You need rest. Hurry up.

Barriss: Believe me, this is no Rhodian drama. This hurts like frell. I'll make you a deal.

Hadranus: What? A deal?

Barriss: I'll pass out from the sharp pain in my spine and rest if you tell me....*cough*....who taught you to
do that?

Hadranus: We don't have time for this!

(They look at each other quietly as another droid biker passes close by. They can hear the whiny droid
voice as it reports to Grievous, who definitely does not sound so "shiny" in his reply)

Barriss: Tell me who taught you those moves.......

(Hadranus puts his hand on her forehead. He looks her in the eyes and uses his Force power to let her
sleep. He finishes some basic first aid)

Barriss: *cough* That's cheating.....

(She passes out)

Hadranus: I'm not as good as you, but this should help until we get to better facilities.

(Hadranus picks her up and is about to carry her further down the stream, but he has somehow failed to
see Captain VGR standing twenty paces away with a blaster rifle aimed at him)

VGR: Please, put down your weapons and surrender, Ambassador. I have no wish to start hostilities.

Hadranus: She needs medical help....hey, how did you *do* that? I didn't even hear you over there.

VGR: I can provide medical help, but you must surrender according to the rules of war.
Hadranus: (perplexed) Rules of war???

VGR: Do you yield?

Hadranus: Yes! Fine! Whatever! Just do it.

(He puts her down. Captain VGR opens a supply kit and apples bacta to Barriss' wound)

Hadranus: Wait a minute. You're Captain VGR-001, right?

(He leans down next to the droid, who casually tends to Barriss as if he was unaware that either of the
Jedi could cleave him in two pieces in an instant)

VGR: Correct.

Hadranus: That's impressive multitasking. Droid soldier, officer, healer....

VGR: I am programmed for many duties, Senator. I also am equipped with protocol, stealth recon,
diplomacy, tactics, and interrogational programs. I observed from your recent encounter that you are
equipped for multitasking as well.

Hadranus: *weak chuckle* That obvious, huh?

VGR: Are you part of a new Republic war program? Top secret Jedi training?

Hadranus: No! Uh, not really, maybe. Nothing to be concerned about. Yeesh...

(VGR stands up. Hadranus faces him)

VGR: Her condition is stable. We will take you to the Viceroy for further inquiry.

Hadranus: Yeeeeah. Hey look, very nice that you helped.....but we need to sort of.....escape.

VGR: Escape?

Hadranus: Yeeeah.....something like that.

VGR: Escape does not compute. You are needed to sign the Viceroy's peace treaty.

Hadranus: Peace treaty?

VGR: To end hostilities. To legitimize the occupation of Naboo.

(Hadranus is stunned)

Hadranus: Really? And my companions?

VGR: I am sorry, but they have been scheduled for termination.

Hadranus: What? I do not accept those terms.

VGR: I must insist, Jedi Senator. You have surrendered according to the rules of war. Your life has
become a political necessity, but the other Jedi.......are not a necessity. It is unfortunate, but orders must
be obeyed.
(Hadranus picks Barriss up and starts walking away. VGR aims at him)

VGR: It is rude to shoot one in the back, Yet I must carry out my orders. Please stop.

Hadranus: Tell them you missed, tell them I outran you.

VGR: I am not programmed to lie.

Hadranus: Then give it your best shot.....

(Hadranus force leaps into the trees. VGR just watches, lowering his weapon)

VGR: You cannot get far. We will catch you. That is why I did not shoot. Please consider your
options, the terrain, and your tactical disadvantage.

Hadranus: You have my thanks, Captain VGR, for your help, and advice.

(VGR tilts his head, contemplating)

VGR: You are welcome.



(POV cuts back to Qui-gon and Luminara. She smiles a little at Qui-gon's exhasparation at knowing that
the jabbering Jar-Jar still follows)

Qui-gon: He's still behind us?

Luminara: Yes.

Qui-gon: (mumbling) Shiny....

Savva: He had to go behind a tree to take care of his business, but he's back.

Luminara: You guys are so serious. He's cute, in his own buffoonish way.

Obi-wan: We'll see how cute he is at the end of the day when he's still talking nonsense......

Jar-Jar: Exsqueeze me....

(Qui-gon braces himself for more buffoonery)

Jar-Jar: ....but meesa thinks that the safest place would be Gungan City. Weesa be safe from the
mekaneeks there.

(They look at him, then look at each other, impressed with the idea)

Qui-gon: Can you take us there?

(Jar-Jar gets skittish)

Jar-Jar: Umm, on second thought, no.

Savva: No?

Jar-Jar: Meesa been sent into exile, for bombad doo-doo against the state. My forgot to tell you. Ifa
weesa go back there, weesa be in deep doo doo with da boss.

(Rumbling noises are heard in the distance)

Qui-gon: You hear that noise? Those are thousands of unpleasant "mekaneeks" coming closer.....

Obi-wan: Where they will crush us, break us into a thousand pieces and blast us into oblivion.

Jar-Jar: Hmmm, My see the point. Follow me.....

(He leads them deeper into a rainforest. Qui-gon sighs, Luminara smiles)

Luminara: He's cute, in his own way.

Qui-gon: In his own way. I just hope we're not too late.....

(They reach the swampy shoreline. Jar-Jar takes a few steps in)

Jar-Jar: Yousa gots to follow this way. My gots to warn yousa. Gungans no likey strangers too well.

(Jar-Jar leaps up and into the water with an impressive dive. The others looked at each other. The Jedi
puled out their small breathing apparatus'. Savva backed away)

Savva: Maybe you should go on. I'll wait here.

Luminara: Take my breather. I can sustain myself for longer periods of time.

Obi-wan: we can share. Let's just hope the city isn't too far.

(They all dive in to follow Jar-Jar. They flow down further and deeper into the ocean depths. They
marvel at the lighted bubble shapes of the Gungan city coming into view. CU of Quigon leading the way,
second to Jar-Jar. He and Obi-wan glance at each other, slightly overwhelmed at the impressive sight.
Massive structures, looking fragile, were actually quite the architectural achievement. The bubble wall
feels very sturdy even as they pass through into a dry arena, a small entry way. The bubble wall has a
drying effect on them, for they notice that they are completely dry. Gungan citizens turn to look at the
new arrivals in shock.. Some begin whispering with worry. Jar-Jar stands in front of the group and
feebly waves at people. An official looking Gungan officer approaches on his two legged mount with a
lance pointed at Binks. A dozen guards march behind him)

Jar-Jar: Howdy-day, Captain Tarpals! Meesa back!

(Tarpals scowls)

Tarpals: Jar-Jar! Lowdown snakey! Yousa gots a lot of nerve commin backs to dis place after da pudu
yousa pulled!

(Jar-Jar laughs nervously)

Jar-Jar: Boss Nass still inna bombad mood, eh?

Tarpals: Angry? No.....Heesa furious. Meesa taking you all to da big boss.

(Tarpals smiles as guards start to escort the group. Luminara and Qui-gon look at each other)

Obi-wan: Is it too late to face the "mekaneeks"?
(Scene cuts to the Federation ship. Dooku is walking casually down the hall towards the bridge. He
stops for a moment, listening to the marching clatter of droid troopers.)

(CU of Dooku as he turns to look behind him.)

(CU of droid troopers marching down the hall.)

(CU of Dooku as he sits down in the middle of the hall and closes his eyes, concentrating)

(CU of the troops as they march down the hall and around the corner)

(CU of Dooku opening his eyes and standing up. POV backs away to reveal that he is walking on the
ceiling, continuing towards the bridge doors as the open. He sees the Viceroy and Rune talking to a
robed hologram image. He quietly steps into the room and listens. Throughout the bustle and activity,
nobody seems to notice the Jedi on the ceiling of the bridge)

Nute: The invasion is on schedule, my Lord.

Sidious: Good. I have the Senate bogged down in procedures. They will have no choice but to accept
your control of the system.

Nute: The Queen has great faith that the Senate will side with her.

(Sidious smiles. Dooku stares at the image, only able to see the figure's lower part of his face, trying to
ascertain the identity of this secret player)

Sidious: Queen Amidala is young and naive. She will not be too difficult to handle.

Nute: Yes, my Lord.

(The image pauses for a moment. Sidious has a vague hesitation. CU of Dooku as he concentrates,
trying to avoid being detected)

Sidious: There is a more pressing matter. I have sensed a convergence of the Force on the Planet.....

(Nute and Rune look at each other, confused)

Nute: A...convergence?

Sidious: I feel a strong presence in the force. When you capture the Queen, kill any Jedi that might be
with her.

(Nute jumps a little)

Nute: They will not be a threat.

Sidious: I sense the Chosen one.......

Nute: The....chosen one?

Sidious: An old Jedi prophecy speaks of the chosen one who will bring balance to the Force. There must
be a powerful Jedi on Naboo. Find him, and kill him at all costs!
Nute: (confused) Yes, my Lord.

(Sidious seems to "sniff" the air around him, almost like a hunter)

Sidious: Strange, indeed. I sense something, a feeling I have not felt since.......

(Communications abruptly end. Dooku stares quietly, watching every detail, but glances at the door,
feeling the urge to leave quickly)

Nute: What happened?

Officer: Our communications relay is down.

Nute: What? Fix it now!

(Rune turns to him, unfazed)

Rune: You did not tell him about the other Jedi that escaped.....

Nute: There was no need to report that to him......until we have something to report

Rune: What if we had the chosen one here.....and let him get away?

(Nute looks at him silently, half annoyed, half afraid. Dooku walks out of the room as quietly as he
entered. As soon as he is some distance down the hall, he quietly speaks into his communicator)

Dooku: C3PO, meet me in the hangar bay as soon as your are done.

C3PO: Yes, Master. Their communications should be down for several hours.

Dooku: Let's hope it buys us some time. Hurry now. We're leaving.


(We cut to Dooku entering the Hangar bay. Sneaking behind a vulture fighter, he observes Commander
Grievous' solar sailed shuttled landing in the middle of the bay. Grievous hustles past the shuttles doors
as fast as he can, clutching a bandaged hand, followed by servant droids.)

Grievous: Inform the Viceroy that Theed is nearly taken. We will have the Queen in our grasp!

(C3PO shuffles past as Grievous clutches his bloodied hand. Grievous nearly knocks the gold droid over
as he goes to exit the hall. Dooku uses the force to open the shuttle doors, then quietly runs in. C3PO
manages to hobble up into the shuttle)

Grievous: I want that Senator brought to me when he is caught!! I want medic droids around the clock to
fix my hand!! Gorram Jedi-

(He and the droids stop, suddenly hearing ship engines start. CU of Grievous as he turns to see his
personal solar sailed shuttled being hijacked out of the hangar bay, piloted by the old man he confronted
earlier)

Grievous: Where is my shuttle going?

(The shuttle speeds away into space)

Grievous:..........
(He is stunned for a moment)

Grievous: GORRRRRRRAAAAAAAM JEDI!!!!!



(In the shuttle cockpit, Dooku sits next to a small red astromech. It wasn't quite as rounded as the more
circular "R2" units, but with sharper edges, an older "R5" model. It clicked and whirred next to him. He
looked at it curiously)

Dooku: Evasive manuevers? Yes, I suppose you might want to do that.

C3PO: I say, I think there's someone chasing us!

(A squadron of Vulture fighters zoomed out of the hanger with excellent discipline and finesse. Several
green beams of laserfire zipped past. Dooku furled his brow. The pleasure cruise was over)

Dooku: We need to lose them.

(A blast hits, rocking the ship)

Dooku: Ok, a little faster would be nice, little one.

R5-D4: Whistle-Beep!

C3PO: He says his name is R5-D4-

Dooku: -Now's not the time for formal introductions! R5, Get us out of here!!

(The shuttle goes into wild, evasive maneuvers. Several vultures swoop past. Dooku thrusts out his
hand, as if "grabbing" one of the fighters. He pulls it into the other fighter. The two fighters crash and
burn, swirling down into the hull of the Battleship. A klaxon alarm goes off all over the ship)

Nute: What was that?

Rune: Are we under attack?

Officer: A squad of Vultures are firing at Grievous' shuttle!

(Nute rolls his eyes)

Nute: Difuya! *Now* what is going on???

(Grievous enters the bridge in a huff)

Grievous: One of the Jedi stole my shuttle!

Nute: SHOOT IT DOWN!!

(Scene cuts to a Vulture fighter's POV as it swerves behind the shuttle, firing wildly through space. The
shuttle nosedives into the atmosphere to outrun the fighters, but they keep up. Dooku looks over the
console with the calm-frantic approach of panicking without being hysterical. He spots an interesting
button)

Dooku: Let's see what *this* does.....
(CU of his finger pushing the button with a Nemoidian hazard symbol. A beeping device, shaped like a
large metal football, is released from the aft of the shuttle. It floats unseen towards the fighters. Then,
a large blue ripple twangs in the atmosphere, send the shuttle tumbling as the shock wave tosses it
forward. The remaining droid fighters are smashed to pieces. Dooku is jostled, holding tightly to his
seat as the ship spins out of control)

R5: BreeP! Bipple-Whee-

Dooku: -You said it!

(He looks over the controls)

Dooku: We've had a powerspike. Can you unfreeze the controls?

R5: Whine........Biddle-REEP!

Dooku: Try rerouting the power from the couplings to the mainframe......easy does it.......

(The ship's nose heats up. The surface of the planet seems to hurl towards them, faster and faster.
The R5 uses one of its utility arms to adjust powerflow in the ship. Positive green lights start to blink as
the ship levels itself out)

R5: Bedee WhEEeeezz!

Dooku: Good job, R5. Are you ok, C3PO?

C3PO: I thinks so. That was too close!

(POV watches the ship fly through the clouds above thick Naboo forests. CU of Dooku activating his
communicator)

(Scene cuts to Hadranus and Barriss. Barriss rests next to a tree. Hadranus hears the signal, activating
Dooku's image)

Hadranus: I am greatly relieved, Master.

Dooku: Is everyone ok?

Hadranus: It's just myself and Padawan Barriss. She's been injured. I haven't seen the others yet. We
had a blackout on communications until now.

Dooku: Keep your signal strong. I'll try to land near you.

Hadranus: We'll try to find a clearing.

(The image disappears. Hadranus picks up Barriss and continues to move. She is semi-concious)

Barriss: Hmp, I should have known.....Master Dooku.....

Hadranus: *sigh*....we shouldn't discuss this.....

Barriss: He's broken the Jedi code. We have procedures to train Jedi.

(Hadranus frowns)

Hadranus: Dooku found me when I was three years old. He sensed the force was strong in me.
Naturally, he took me before the council to be tested.....

(He stops traveling and looks at her)

Hadranus: The Council rejected my application, despite my aptitude for using the force. They said I was
"too old" to start training. Dooku tried, even said something about a prophecy or something.....

Barriss: The Prophecy? Of the one who would....

Hadranus: ...Yeah, bring balance to the force. I don't know if it was real or not......but Dooku was the
only one who saw my potential. He sent me to Achilleas to gain citizenhip. I was adopted by a very
influential family. I'm technically related to the Queen, 35th in line for the throne of Achilleas, Secondary
Senator in the Galactic Republic.

Barriss: What you are doing is dangerous.

(Hadranus rolls his eyes as he moves towards a clearing)

Hadranus: Only if you tell....

(Barriss frowns)

Barriss: You are *not* making me the villain in this! Dooku's training you goes against our codes. It's
there to prevent disaster. This isn't a swordgame, you know!

(The shuttle comes into view. Smoke exhales from various blasted holes in the sides. Hadranus looks
at her)

Barriss: Dooku is a great Jedi. But even he can make a mistake that would harm someone
unintentionally-

Hadranus: Barriss!

(They are out of time to argue the point)

Hadranus: Give me some time. Don't tell anyone just yet. I would never cause scandal to Master
Dooku.

(Dooku, C3PO and R5 step out of the craft. Dooku looks over Barriss)

Barriss: I am well.

Hadranus: No, you aren't!

(She looks at him suddenly. Dooku looks at him, studying the comment on several levels)

Hadranus: I mean....er, she needs some basic medical attention. I would rather she didn't walk.

(Dooku sees his sabre on his belt, in plain view and frowns. Hadranus frowns back and motions with his
eyes. Now wasn't the time to talk about it)

Dooku: The skies are going to be swarming with Vultures. We better start walking.

(POV pans up over them as they go deeper into the forest. Their voices drift as they walk away)

C3PO: Good to see you both well, Master Hadranus, Master Barriss!
Hadranus: Thank you, 3PO.

Barriss: Who's your new friend?

C3PO: This is R5-D4, astromech. Very capable, if I do say so myself.

R5: Whistle-Woop.

Dooku: That droid saved me from becoming old Serenno bacon in the sky.

Barriss: Pleasure to meet you, R5!



(Scene cuts to the underwater Gungan City. POV closes in on a large bubbled building containg the
Gungan council and Qui-gon's group. Jar-Jar is in chains)

Nass: Whatsa yousa be doing in da Gungan city? Weesa no likey da oomies cominn here!

Qui-gon: We have no quarrel, nor do we wish to cause trouble. We must get to the Naboo. The
invaders are sweeping the planet.

Nass: Weesa no care about da Naboo. Let da mekaneeks take dem.

Obi-wan: The Gungans and the Naboo share a symbiotic relationship on this world. Surely, you can see
that the invasion will affect both of your peoples?

Nass: Dis invasion is none of our concern. Weesa been at odds wth da Naboo for muy years. Daysa
gettin whats commin!

Qui-gon: Then we will be on our way, and will leave you in peace........

Nass: Go on, to da oomies of da Naboo, before meesa be tinkin of bombad pyunishments!

(Qui-gon waves his hand slightly)

Qui-gon: We have two others like us running from the mekaneeks. I would humbly beg that you send
Captain Tarpals to find them and bring them to safety.

(Nass falls under Qui-gon's benign control)

Nass: Weesa will help find da others

Qui-gon: We will need a transport, if you could spare one......

(Nass falls under the trance without missing a beat)

Nass: Weesa be giving yousa una bongo.

Obi-wan: What's a bongo?

Qui-gon: Hopefully some form of transport.

Nass: Quickest way to da Naboo, heheh.....is down through da core!
(Jar-Jar takes this moment to plead his case)

Jar-Jar: Yousa gonna need a navi. My know the way to da oomies.

Nass: YOUSA, Jar-Jar, isa doing da pyunishments!! Yousa be mixin wit da oomies! Wit da Naboo!!

Obi-wan: We don't want to interfere with local justice.

Luminara: (whispering) Obi-wan! We can't just leave him!

Qui-gon: Agreed. We need someone who knows the fastest route.

(Qui-gon turns to Nass)

Qui-gon: Jar-Jar owes me what you call a life debt.

Nass: WHAT??

Qui-gon: His life belongs to me. I would very much like to take him with us.

(Nass sulks, but Qui-gon uses the force to get him to agree)

Nass: GO!! Take de Jar-Jar. Leave!

(Qui-gon bows and ushers everyone out. Jar-Jar glances one last time at Boss Nass. Their is nothing
goofy about his expression. Captain Tarpals leads them to one of the bubble harbors. They pass by a
large dark tunnel. Despite their discipline, Obi-wan and Luminara gasp at the sight of a dozen dead
human and gungan corpses, strung up from the ceiling, with signs warning that cooperating with the
Naboo against Gungan kind is punishable by death)

Savva: What kind of place is this?

Luminara: This must be an ongoing racial struggle.....

Obi-wan: I guess they're not so cute anymore, are they?



(Scene cuts to Dooku and his group. sitting around a small campfire. C3PO and R5 keep watch just
outside the fire. Dooku, Hadranus and Barriss quietly eat a strange brown animal cooked over the fire)

Hadranus: Very bland meat. What is it?

Dooku: In my experience, it is best to not ask such questions.

Barriss: Shiny.

(She takes another bite from her portion)

Barriss: Master Dooku, tell me about Rhen Var. I've read about many worlds, but I'm curious about it.

(Hadranus looked at Dooku as he smiled at Barriss)

Dooku: Of course. Rhen Var is populated by a very hardy people, has a small government, a few nice
ports, vast icy oceans and crystal snow mountains, but the ancient temple is the crown jewel of the
planet. Otherwise, it is a winterland. Beautiful in some places, deadly in others.
Barriss: What about the temple?

Dooku: A Jedi place of great reverence. It has over 4,000 years of Jedi history, Epic and tragic. Some
say it was used by even older races, like the Kwa, over 50,000 years ago. Jedi masters have fought
legendary duels with Sith lords in its mighty halls. It is a place of sagas and Kings, desperate rogues,
star crossed lovers, and diabolical traitors. It goes by many names, some lost to the dust of history. My
people have called it the Temple of Smaragdklinge......the Emerald Sword, though I'm not sure why. I've
never heard of any "Emerald Sword" ever being there. Much of the temple is in ruins, but it still carries a
dignity, a history to it. Plus many stories that I regale to each of my padawans.....One story I will always
remember was one I myself experienced.....the day I found a boy wandering nearby.....

(Hadranus gets embarrassed and slowly looks into the fire)

Barriss: A boy?

Dooku: Not an ordinary boy. The Force was strong with him. No adult woman on the planet claimed
him. It was almost as if.....he was born of the Force......

(Barriss' jaw drops, Hadranus lays down, trying to hint that he's going to sleep. He feels awkward
listening to the story, especially after revealing certain details to Barriss. R5 whines and whistles.
Everyone braces themselves at the sounds of animals galloping towards them. Several gungans on
mounts appear at the edge of the firelight. Captain Tarpals leads the pack. The Jedi light up their
sabres, but remain where they stand. Tarpals holds up a hand, gesturing peace)

Tarpals: Weesa commin for Dooku and da others. Qui-gon be sendin yousa to The oomans. Yousa be
Dooku?

Dooku: I am he. These are my companions.

Hadranus: Qui-gon is ok? What about the others?

Tarpals: Dey be swimmin to da oomies. Weesa be going soon to meet dem. Da mekaneeks, dey be
crawling all over da place.

(Hadranus and Barriss grin at each other, eager to reunite with the rest of their group)

Dooku: Well spake, sir.

Tarpals: My be Captain Tarpals of da Boss' bombad guards. Meesa your humble servant.

(The guards bring a few more mounts for the Jedi. Hadranus ties up R5 in a bundle by the saddle of his
mount. Dooku ties C3PO to his)

C3PO: Are you sure this is going to work?

Dooku: It'll be bumpy, but we'll manage.

(In moments, they start galloping into the night. Hints of the coming dawn glow orange on the horizon)



(We cut to- the Gungan City. The aquatic Bongo craft leaves the harbor bubble, we close in to see
Jar-Jar and Obi wan at two control consoles while the others sit in a passenger compartment within view
behind them)
Jar-Jar: My can help you get through da core, but believe my, isa no picnic.

Obi-wan: So.....why do they want to punish you, Jar-Jar? Were you working with humans?

Jar-Jar: *sigh* My get into big mess wit da Naboo. My try to help wit dem, my get caught by Big Boss
Nass. Big misunderstanding. My not traitor, just helping. My want to bridge gap wit da oomies.

Qui-gan: You just might get your chance.

(A signal interrupts their thoughts. Master Dooku's image calls on Qui-gon's communicator)

Luminara: Master Dooku!

Qui-gon: What's your status?

Dooku: I have the Senator and Barriss with me. Qui-gon.....I have discovered something the Council
must know.....

Qui-gon: We are on our way to Theed. We'll meet you there. Hopefully we'll be able to find the Queen
and make our case to the Senate.

Dooku: We have linked up with the Gungans. We should reach the city within a matter of hours. I've
already contacted Master Sifo-Dyas. He'll be waiting for us near the palace.

(Dooku's image fades. Qui-gon and Luminara look at each other with relief, failing to see the huge fish
closing in on them from behind. In moments, the bongo is rocked about as the fish clamps down with
powerful jaws. Jar-Jar shrieks, trying to increase speed in a blind panic)

Savva: I hate this planet!

Obi-wan: Hang on!

(The bongo speeds up, towing the big fish. An even larger fish pops out from behind an outcrop of rocks
and bites into their attacker, freeing them from its grip as it is torn in half)

Qui-gon: There's always a bigger fish.

(The bongo shuts down and floats to the ocean floor)

Obi-wan: We're losing power.....

Jar-Jar: Da leakin ain't helpin much.

Savva: Let me take care of the leaks. I used to do this for several barges before I joined the militia

(Jar-Jar whines as he fixes up the wires under the bongo control panel, Savva patched up some of the
more serious leaks)

Obi-wan: You pilot these a lot?

Jar-Jar: I doos okeeday. My use to run dese for da Boss, runnin stuff to other Bosses. Feel free to
panic, weesa could be here muy long time.

Qui-gon: Do what you can.

(Power started up, and not a moment too soon. Another large creature came at them with open jaws
from the front)

Jar-Jar: BJORK!! Thisa no gooda. Hang on, boyos!

(Everyone is tossed about as Jar-Jar accelerates to incredible speeds to avoid getting caught in the
beast's mouth)

Obi-wan: Ak! In the name of....!! (muttering to self) Next time we get the bright idea of representing the
council on these diplomatic missions, *SEND A MEMO*!!

Qui-gon: No time for regrets now, my young Padawan!

Jar-Jar: Always time for regrets! Meesa regret not havinn da change of pants!! YAAAAAAAA!!!!

(Jar-Jar steers like a madman to dodge the pursuing creature. Luminara braces herself in her chair.
Savva goes rolling into Qui-gon's lap)

Qui-gon: Hold on, lad, I've got you!

(A larger seadragon bites into the pursuing fish. After a few minutes of deep core navigating, everyone
calms down. Savva buckles up in his seat and stares out the windows to watch for more creatures.
Obi-wan rubs his head in pain and disbelief)

Obi-wan: Are we dead yet? I could use a good death right about now. Meesa hurt my head!

Jar-Jar: Weesa should be outta da fryin pan......for now. Still kickin!

Luminara: Your skills have saved us all, Jar-Jar. Thank you.

Jar-Jar: *grin* My just knowing how to panic outta da core!

(A smile almost breaks on Qui-gon's face in relief. Luminara catches him. Their eyes meet for a
moment, a moment that nobody else notices. Their restraint and Jedi protocol cover up the notion that
for that moment, they think of a whole lifetime together under different circumstances, a life that can never
be openly expressed. They look away, still smiling)


Cut to- The bright, semi-cheerful green plains outside Theed city, interrupted by the sweeping mobility of
many huge droid transports.

(The invasion reaches the city gates. The march through the city continues without slowing. Queen
Amidala watches out the window in despair. They are defeated, and no help can reach them in time.
Master Sifo-Dyas and Anakin steps into view. They look at each other solemnly, then approach her)

Anakin: Time to go.....

(She looks at him, trying to quietly hold back tears)


Cut to, the city square.

(The lead transport, flanked by dozens of droid troops marching in perfect rhythm, stops and opens its
front portal. Nute Gunray, Rune Haako, San Hill and Grievous march out with a cadre of special
Nemoidian guards. Captain VGR-001 approaches)

VGR: Viceroy, we have captured the Queen.
(Nute smiles at Rune)

Nute: Ahhhh! VICTORY!

(Meanwhile, under the sea, Obi-wan and Jar-Jar steer the bongo craft towards the surface as they
approach the city from below. The craft pops up in the middle of canal running through the city. A few
exotic birds are startled, but otherwise, they go unnoticed. Obi-wan steers for shore near a fishing dock.
They observe how deserted the city looks)

Jar-Jar: Hm, dis seems loverly.

Obi-wan: Creepy is more like it. Where is everyone?

Luminara: Evacuated, hopefully. More than likely they are hiding. Where can we find the others?

Qui-gon: We'll check the square.....


Cut to- The Inner hall of the Palace.

(Nute and his guards lead the queen's entourage down a grand staircase. About a dozen Naboo guards
and five handmaidens follow with guns trained on them)

Sio: How will you explain this invasion to the Senate?

Nute: The Queen and I will sign a treaty, legitimizing our occupation. I have every assurance it will be
ratified by the Senate.

(The Queen continues to look straight ahead, but is unmoved by his statement)

Queen: I refuse to cooperate.

(Nute looks at her, slightly condescending smile. Grievous takes a droid's carbine gun in his arms and
whacks one of the Queen's handmaidens, Dorme, in the kneecap. She cries out and collapses. Nute
and Rune smile as everyone gasps from the sudden act)

Nute: Now, your Highness. I should think the suffering of your people will make you reconsider. For
every day you hold back your cooperation, I will make it......difficult.

(Grievous slowly approaches the Queen, holding the gun like a club. Captain Panaka nearly reaches for
him, but the Queen holds him back)

Panaka: You sick, twisted-

Queen: NO, Panaka!

(He simmers quietly, reaching down to carry Dorme. Grievous backs away, having made his point.
VGR approaches with a retinue of guards. Nute turns to the guards)

Nute: Process them!

VGR: Take the prisoners to camp 24601.

Droid: Roger roger!
(VGR watches as the prisoners are marched away. Also watching from a safe distance are Anakin,
Sifo-Dyas and Padme. The trio are hidden near a crop of trees, part of one of Theed's many exotic
gardens)

Anakin: I don't like this "sneaking" around. We can take them!

Sifo-Dyas: Our duty is to the Queen, Anakin. Always remember that.

Anakin: I'll remember *him*.....

(Anakin stares at Grievous with contempt)

Anakin: I'll make him eat that gun!

Padme: Ani......We must move on. Let the handmaidens do their job.

Sifo-Dyas: We should be getting ready to rendez-vous with Qui-gon shortly. Let's go.....

(They head for the canal quickly and quietly)



Cut to- Outside the city.

(Dooku surveys the situation)

Dooku: Not good. The city is crawling with droids. Getting in is going to be complicated. We just need
to get past that small droid outpost.

(He points to the bottom of a small hill where ten droids keep watch on the terrain. Past them is a small
set of doors along the city wall.)

Hadranus: What about using C3PO as a decoy?

C3PO: I beg your pardon?

Dooku: C3PO, go to that summit where the lookout post is located. Just blend in with them, and take
this....

(He hands C3PO a thermal detonator)

C3PO: Oh my! I say, I'm programmed for protocol and espionage, not commando tactics!

Barriss: You're not serious?

Dooku: I'm deadly serious.

Barriss: Sending out C3PO with a thermal detonator?

C3PO: Where ever did you find such a thing?

Dooku: I found it on Grievous' shuttle. Should come in handy. Just toss it in the center of the group...

C3PO: Then what?

Dooku: Then....duck.
(C3PO stares at him for a moment, but accepts the assignment without protest)

Dooku: Captain Tarpals......

(Tarpals and his patrol watch from nearby, grooming their mounts.)

Dooku: Prepare your men. We're going to make a run for one of the smaller citygates.

Tarpals: Oooh, dis a crazy. Dis a suicide!

(He grins)

Tarpals: Weesa ready!

(Everybody mounts up as threepio shuffles out of the woods towards the droid sentries. Typical C3PO
clown music plays in the BG)

C3PO: Really, I can't understand *why* I get these outrageous missions. I'm not in this for thrills and
adventure!

(R5-D4 follows behind with a jolly whistling attitude)

C3PO: Where do you think YOU'RE going??

R5: Bwoo-baWHEEE!

(They get closer to the guards, agitation can be heard in threepio's voice)

C3PO: Really, these hotshot astromech's think they're indestructible. You're going to wear down your
motivator if you keep jumping into danger like this!

(The droids approach him in unison, guns raised)

Droid: Halt!

C3PO: Oh my! How embarrasing! I'm with Viceroy Gunray's dining party, table for 60,000..........

Droid: What are you doing out here!?

C3PO: Ummmm, Got lost?

Droid: This does not compute. There might be Jedi in the area. I'm calling in back up!

C3PO: Oh, ahh, Umm negative negative! One of your tanks has sprung a reactor leak in the woods.
Large leak, very dangerous!

Droid: What? Who are you? What's your operating number?

(C3PO sort of shrugs, then tosses the detonator into the middle of the group. Adventure music theme
plays. Threepio falls flat to the ground as the explosion rock the area, knocking down R5 and vaporizing
the sentries. Tarpals leads the others out in a mounted charge for the doors in a "V" formation.
Threepio looks up, exasperated)

C3PO: It was a boring conversation anyway. Master Dooku! I think we're going to have company!
(Dooku waves a hand, Force-lifting Threepio onto his mount. Hadranus does the same with R5. Alarms
are raised along the wall as flying droid patrols spot the group. CU pan of the group as the patrols fly by
and open fire wildly past them.)

Hadranus: (cursing) Filho de uma cadela!

(Barriss and Hadranus block several shots with their sabres as the group reaches the doors. Tarpals
rams the heavy wooden door with his lance. The door splinters away into pieces)

Tarpals: Weesa hide down dis ally!

(They turn down a thin alley as droids scramble on the main streets. They dismount and send the
animals racing away in a stampede that smacks into a startled droid patrol)

Dooku: That should hold them for a while!

(They disappear down another winding alley)


(Cut to-CU of Qui-gon. He spots Dooku from across a quiet suburb street near their meeting place and
gives out a whistling noise as a signal. Dooku responds with another whistle signal. They spot the
Queen and her enterage being escorted by a platoon of droids. Qui-gon quietly signals to Obi-wan and
Luminara with his fingers. As the escort walks near them, Qui-gon springs the suprise attack on the
droids. Dooku and his group attack the escort from behind. The Queen and her group take cover as
the droids are overwhelmed by multiple Jedi attacks. Qui-gon goes to her when the droids are
destroyed)

Qui-gon: We must leave the streets, your Highness.....

(At this moment, Master Sifo-Dyas calls out to them from a hidden alley)

Sifo-Dyas: This way! Quickly!!

(Panaka looks to the guards and handmaidens)

Panaka: Get their guns!

(Everyone ducks down the alley to an isolated villa in the middle of the suburb. Dooku and Sifo-Dyas
clasp hands, greeting each other with warm smiles)

Dooku: It is good to see you are well.

Sifo: And you. We feared the worst.

Qui-gon: Your Majesty, we are the Ambassadors from Coruscant. It's a good thing we all converged at
the right place, at the right time.

(The Gungans, Savva, Hadranus, R5-D4 and C3PO bow to the Queen. Sifo-Dyas grins)

Sifo: Well, I must admit, it was a clever ruse that fooled even you....

(Sifo-Dyas goes over to Padme to introduce her)

Sifo: THIS is Queen Amidala, disguised as a handmaiden. You have rescued Sache, one of her
bodyguards.
Luminara: Clever indeed. This will work to our advantage.

(Governor Sio Bibble frowns)

Bibble: With all due respect, I cannot see any advantage in this! It would appear, after all, that the
negotiations failed.

Qui-gon: The negotiations never took place. Clever, though your bodyguards may be, you are still in
great danger, your Highness. This move by the Trade Federation makes no sense. I think they mean to
kill you.

Panaka: They need her alive to sign a treaty to legitimize their occupation. They can't afford to kill her.

Dooku: Viceroy Gunray is being led on by a Sith Lord, which would explain the Trade Federation's
invasion.

(Everyone becomes shocked by this revelation)

Qui-gon: It is urgent that we make contact with the Republic.

Panaka: They've knocked out all our communications

Qui-gon: Do you have any transport?

Panaka: In the main hangar by the Palace

(POV cuts to several characters in this tense moment. Anakin and Padme glance at each other. He
tries to reassure her with a smile. Padme smiles briefly, but maintains her composure in mixed
company. Senator Hadranus and Handmaiden Septime, pupils secretly studying under Dooku,
recognize each other. Both wonder if they will be forced to completely expose their secret Jedi training.
Jar-Jar and Tarpals exchange a look. Though they have not always been on the best of terms, they
recognize the need for cooperation in this moment. Luminara and Barriss reassure each other silently
that all is well)

(Cut to-Int shot of the hangar bay. From what they can tell, there seems to be over a hundred droids
patrolling within the hangar. Several dozen pilots and technicians sit by the wall as prisoners. Panaka
looks through the door and frowns)

Panaka: There are too many of them!

(Qui-gon motions to the other Jedi)

Qui-gon: They won't be a problem....

(He turns to Padme)

Qui-gon: Your highness, I have a plan, but we need to act quickly if we are to return to Coruscant. One
of your Handmaidens should remain here to organize a resistance and make an alliance with the
Gungans to give your people a chance-

Bibble: This is madness! Even if you COULD get a ship off the ground, you'd never make it past the
blockade....

Sifo: Leave THAT to me.

(Bibble sighs at him with frustration, but also with respect)
Bibble: Damn fool, I knew you'd try something!

Sifo: Who's the more foolish? The fool or the fools following him? I will create a distraction.

(He looks at Dooku and grins)

Dooku: Take care of yourself, you old space pirate!

Anakin: Master!

Sifo: Anakin, go with the Queen. Listen to Qui-gon in my absence. Qui-gon-

(He looks at Qui-gon and points to a large sleek transport)

Sifo: THAT will get you past the blockade. It won't be easy, but it will be fast. I'll scare them into
confusion. I'll need some of those pilots freed, and this astromech droid....

(He points to R5. Qui-gon nods to Dooku in agreement)

Dooku: R5, go with Master Sifo-Dyas.

(The droid whistle affirmatively. Padme turns to her handmaiden, Sache)

Padme: Sache, you will distract the droids here. Try to gather any forces to harass the enemy. I will
plead our case to the Senate.

Sache: Yes, your highness.

Savva: There's a bongo craft we can use to get to the Gungans.

Qui-gon: Can you pilot the bongo, Nikael?

Savva: Yes.

Qui-gon: Good. Captain Tarpals, take your men, with Jar-Jar, Nikael and Sache. Get to safety, but try
to lead the droids on a wild goose chase. Be careful.

Tarpals: Weesa pull off something!

(Ensign Savva quickly leads the Gungans and Sache to the bongo craft by the docks. Qui-gon turns to
everyone else)

Qui-gon: We go in slow, I'll try to talk us through. Obi-wan, you be ready to free those pilots. If it turns
rough, hit them with everything you've got! May the Force be with you, Sifo-Dyas.

(Sifo-Dyas nods. They enter and walk briskly towards the droid officer in charge. The droids stare at
them, dumbfounded by this unexpected move)

Droid: Wait! Where are you going?

Qui-gon: I am the ambassador sent by Chancellor Valorum. I intend to take these people to Coruscant.

Droid: Uhhhh, *where* are you taking them?

Qui-gon: To Coruscant.
Droid: Uhhhh, that does not compute.....uhhh, you are under arrest!

(The droids are unprepared for the journey to robot Heaven, but the Jedi and Naboo guards send them to
it in a flash as Qui-gon attacks and Obi-wan frees the pilots. Luminara and Barriss fight in tandem
against the droids while the handmaidens give cover fire. Dooku clears a path to the ship's passenger
door)

Qui-gon: Quick! On board.

(Naboo pilots dash to their fighters and follow Sifo-Dyas out of the hangar. Inside the sleek shuttle,
everyone else gets settled in. Cut to-Ext view of the hangar as the shuttle exits. They reach the
atmosphere in minutes. CU of Qui-gon and Obi-wan as the watch from the back of the cockpit)

Pilot: There's the blockade!

(A mass of Trade Federation ships surround the planet. The fighters led by Sifo-Dyas draw away much
of the blockade except for one battleship that seemed focused straight ahead of the transport. After a
few seconds, it opens fire. Orange blasts of laserfire flare all around them)

Obi-wan: Everyone, strap yourselves in!

(In the passenger compartment, Padme and Anakin hold each other, but nobody notices. They are too
busy bracing themselves for the bumpy ride)

Padme: Forgive me. We may all die here, all because of who I am....

Anakin: (smiling) How well do you know the pilot?

Padme: He's one of our best.

Anakin: Trust in that much.

(They look at each other, blocking out everything else)

Anakin: I will be with you. Always.

(C3PO shuffles by, oblivious)

C3PO: Oh my!

(C3PO wanders into the maintenance compartment. 6 astromechdroids wait in their cubicles)

C3PO: Oh, hello everyone. I am C3PO, human/cyborg relations.

(The droids whistle back a greeting, momentarily ignoring that they are all in danger)

(Barriss and Luminara sit, close their eyes and meditate away any anxiety. Dooku and Conradin sit next
to each other quietly as the ship rocks back and forth on its way towards the blockade. One of Amidala's
handmaidens, Sabe, sits next to Conradin. As the ship rumbles under the stress of combat, she grabs
his hand on the armrest, almost an involuntary reaction due to being scared. Conradin, without noticing,
clasps her hand willingly)

Sabe: We're going to die......

Hadranus: It's a nice ship. I get the feeling she'll hold together.
(An explosion erupts outside. Alarms flare up)

Pilot: Shield generator's been hit!

(Sabe and Conradin look at each other, two complete strangers trying to grasp the reality of their situation
before they are blasted to oblivion. He finally squeezes her hand confidently)

Hadranus: She'll hold together.

(The alarm in the maintenance room blares. The astromech's pop out of their cubicles and exit to the
surface of the ship to fix the damage. POV follows the last droid out to the damaged generator. One of
the droids gets blasted by a random laser shot)


(Cut to-Obi-wan, watching the repairs. He witnesses another droid get blasted away. Then another)

Obi-wan: We're losing droids, fast!

Panaka: If we can't get the shield generator fixed, we'll be sitting ducks!

(Another droid gets blasted. There is one blue astromech left, working diligently. It is R2-D2)

Pilot: Shield generators are gone!

(CU of R2 as he beeps a message. The pilot looks at the damage readout with suprise)

Pilot: Power's back!

(R2 whistles a positive report as he plugs up a connection. CU of Qui-gon as he watches intensely)

Pilot: That little droid did it! He bypassed the main power drive!

(The transport is very close to the battleship as it prepares for a hyperjump. All the vulture droids are
busy chasing Sifo-Dyas and his fighter squad)

Pilot: Shields are at maximum!

(The transport whips past the Federation ship, out of the range of their huge guns. POV watches as it
breaks the blockade. CU of Sifo-Dyas as he sees the transport get away)

Sifo: THEY DID IT!! R5, they did it!

(Cuts through a swarm of vultures. The droid fighters, trying to shoot him, end up blasting at each other,
destroying several of their own)

Sifo: All units, fall back to the planet. Find a safe haven until we can organize a retaliation.

(He breaks away from the other Naboo fighters, enticing the droids to follow him while the others escape
back to the planet)

Sifo: Little friend, it is time to get out of here.

R5-D4: Vreep?

Sifo: Use these coordinates. They'll take us to a little place out of the way.
R5-D4: Breep-whistle!

Sifo: It's the Kamino system. I have a few friends there......

(The fightercraft lines up in its direction, and zooms away seconds later, barely escaping a hailstorm of
droid lasers. The vultures soon disperse. One ship, however, continues towards the spot Sifo Dyas
jumped)

(CU of Slave I. It works its way over and slows down)

(CU of Jango Fett as he fiddles with some coordinates)

(CU of Slave I as it jumps into hyperspace after Sifo-Dyas)


Int. view- The Queen's transport

(We cut back to the transport. Quigon confers with the head pilot)

Pilot: There's not enough power to get us to Coruscant. The hyperdrive is leaking.

Qui-gon: We'll have to land somewhere to refuel and repair the ship.

(Obi-wan scans for nearby systems)

Obi-wan: Here Master......Tatooine. It's small, out of the way. The trade Federation have no presence
there.

Panaka: How can you be sure?

Qui-gon: It's controlled by the Hutts.

Panaka: You can't take her royal highness there! The Hutts are gangsters! If the Hutts get a hold of
her-

Qui-gon: It will be no different than if we landed on a planet controlled by the Trade Federation. The
Hutts aren't looking for her, which gives us the advantage.




Cut to-The lead battleship around Naboo.

(We watch a conference room with Sidious' blue image, Nute Gunray, Rune, San and Grievous)

Sidious: Queen Amidala.....has she signed that treaty?

Nute: She has.....disappeared, my Lord. One Naboo cruiser got past the blockade.

(Sidious scowls)

Sidious: I want that treaty signed!
(Nute gets nervous. Everyone else stays quiet)

Nute: My Lord, it is impossible to find the ship. It is out of our range.

Sidious: Not for the Sith!

(Another hooded figure appears next to Sidious)

Sidious: This is my apprentice, Darth Maul. He will find your missing ship!

(The images vanish. Nute and his cohorts relax a moment)

Nute: This is getting out of hand. We should not have made this bargain!

Rune: I can't believe it. There are TWO of them now!

Grievous: Doesn't matter.

Nute: What did you say?

Grievous: It doesn't matter. Let them worry about the Queen. I want to start interrogating the Governor
very soon.

(CU of Grievous walking away from the bridge towards the hangar bay. He stops for a second and looks
behind him. The hallway is empty, but he stares quietly behind him. He continues walking)

Tyranus: ......He will betray you.....

(Grievous turns to face the speaker, but sees no one)

Grievous: You will show yourself!!

Tyranus: I am simply a humble observer.

(Grievous hears the voice, but sees nothing. He growls, and turns to walk away. The hooded figure,
Tyranus, stands in front of him)

Grievous: You got balls the size of church bells to play games with me, pedro!

Tyranus: I come to warn you. Sidious will betray you to the Jedi....and the Republic.

Grievous: You are drunk, stupid or crazy.....maybe all the above! Why should I believe you?

Tyranus: You have no reason to believe me. But I will be here when it happens. I am Tyranus. You
need only call out to me in your darkest hour.....

Grievous: How about I kill you now?

(Grievous lunges at him. Tyranus sidesteps him and disappears into thin air. Grievous looks around,
confused)

Tyranus: You will see the truth soon......and the truth will set you free......

(Grievous looks around, staring down the hall for several long seconds silently. He becomes slightly
fearful. Tyranus is gone, but the cold aura of his presence remains)
(The Naboo ship jumps out of hyperspace. POV follows as it heads for Tatooine. Cut to-Int of the ship.
Dooku stands by Qui-gon and Master Luminara)

Dooku: I only hope Sifo-Dyas had better luck.

Qui-gon: It will be a matter of fixing the engine. It shouldn't take too long.

Luminara: Still, this is hardly a minor setback.

Qui-gon: We can trust in the Will of the Force. All will be well.

(Captain Panaka approaches the Queen with the dirty, scarred R2 unit. Interrupting everyone's
thoughts)

Padme: Is this the droid who rescued us?

Panaka: Yes, M'Lady.

Padme: We are delighted. What is its process name?

(Panaka looks over the blue astromech)

Panaka: R2....D2.

Padme: It is to be commended for its quick thinking. Sabe.....

Sabe: Yes, M'Lady?

Padme: Help clean this droid. It deserves our gratitude.

Sabe: Yes, M'Lady.

(The ship enters the atmosphere. POV cuts to the landing area, a large desert plain. Sand dunes
surround the area with a few patches of vegetation. The doors open as the crew prepares to examine
the hull of the ship. Several crew members begin to do minor maintenance as Quigon leads the Queen
and the Jedi outside to survey the territory)

Padme: What a desolate place......

Anakin: Not entirely lifeless, your Majesty. I grew up here until Master Sifo-Dyas took me away to
become a Jedi. The desert is alive in many ways.

Qui-gon: The city of Mos Eisley lies in that direction....

(Qui-gon points off to a distant group of buildings)

Qui-gon: We should be able to find engine parts there. It will only take a moment.

Padme: Return soon.

Quigon: Obi-wan, Luminara and Dooku will be with me should there be any trouble.
(Anakin moves to join Qui-gon, but is stopped)

Qui-gon: Stay with the others.

Anakin: I could help you. I know this planet like the back of my hand!

Quigon: Your first duty is to the Queen. We'll be alright.

(Anakin frowns but nods. Dooku and Luminara look off into the sky, awed by the sight of the two suns,
before following Qui-Gon into town. Anakin looks at Padme and smiles)

Anakin: It's too bad, really. I think today is the day of the annual "Boonta Eve 200" podrace. The
podraces here are really a sight to see.

(Anakin looks out at the Tatooine landscape and starts thinking)

Padme: Maybe we can catch the races next year, when all of this is resolved.


(Hadranus sits by the ship and yawns. He looks out over the desert landscape. CU of him as a figure
sits by him)

Barriss: Care for a fellow desert watcher?

Hadranus: Only if you want to be bored to tears. All things considered, however, it beats being shot at.

Barriss: I won't argue with you there.

(She smiles as she looks out at the same vast wasteland)

Hadranus: You think Qui-gon can get us an engine out in THIS podunk end of the galaxy?

Barriss: I've seen him do a lot of amazing things. I think getting an engine will be the easy part of his
day.

(Hadranus smiles)

Hadranus: Shiny.

(They are quiet for a while)

Hadranus: How much more training do you have before you become a knight?

Barriss: I've got a bit of training to go, really. Using the sabre, the Force, that stuff is easy. Being
patient....concentrating....that's tough.

Hadranus: I know what you mean.

(Barriss suddenly gets a puzzled look)

Barriss: Tell me something.

Hadranus: What?

Barriss: Back on Geonosis. When Hadiss threw you to the arena......why didn't you use your powers to
escape?
(He looks out at the horizon, almost equally puzzled)

Hadranus: I don't know. I mean, I was under orders not to reveal my abilities, so there was some of the
facade in play, but....I flaked for a moment. I saw that rancor coming at us, and my brain just froze. I
wasn't thinking then, but I'm a better Jedi now.

(She nods, accepting the answer)

Hadranus: Can you tell me something?

Barriss: What?

Hadranus: You were practically on the shuttle when you jumped away and lept into the arena.

(She grins)

Barriss: I DID get carried away, didn't I?

Hadranus: HOW did you know I was there?

Barriss: I had a vision, a sign from the Force. I sometimes see events before they happen. Kind of a
precogniscent thing.

Hadranus: Ah, a fortuneteller of sorts.

Barriss: Well, it's not always easy to interpret. I can change those future events in the vision if I move
fast enough.

Hadranus: So, you saw my future in the vision? Against the rancor?

(Barriss frowns a little and gets quiet)

Barriss: Yes.

Hadranus: By your look, I must be very lucky indeed.

(She nods, but would rather change the subject. Hadranus understands)

Hadranus: I get visions once in a while, too. Only I seem to get them while they're happening. Not
exactly the most useful skill.

Barriss: You think the council will ever......well....

Hadranus: Let me be a Jedi? Not this council. They are too deep in the traditions. Dooku says change
happens, though. We are a stepping stone to better things. In time, a new council will make gradual
reforms.

Barriss: Like....?

Hadranus: Married Jedi, a wider enrollment program, Jedi raising families, using our emotions on a better
level.

Barriss: That's quite a bit to take in. Controlling our emotions is what keeps us focused.

Hadranus: It also represses basic needs.
Barriss: We are supposed to be spiritually motivated, not physically. It'll never work if you break down
Jedi disciplines-

Hadranus: -No! Not break down, but re-energize ourselves by releasing that emotion under the right
conditions, such as in relationships, friendships, and so on. It motivates us to be more spiritual. This
discipline to be mindful of our feelings is bound to create a ticking timebomb.

(Barriss shakes her head, a little frustrated)

Barriss: We've followed these disciplines for thousands of years! You can't just change that overnight
over the notion one Jedi is going to go bugnutty! Besides, how many Sith have wrecked havok by
following their emotions?

(The two get caught up in their conversation, not really getting mad, but both become agitated in the
debate)

Hadranus: There's a DIFFERENCE! Dooku proposes positive use-

Barriss: -It would lead to darkness! You're risking enough now.........and so am I for letting you. This
secret training is dangerous!

Hadranus: My secret training saved your life!

Barriss: Ugh! That's not the point!

(They hear a noise nearby and get quiet. Anakin and Padme walk up from the ship)

Barriss: Where are you going?

Anakin: Just a short field trip.

Barriss: We need to stay by the ship.

Anakin: My Mother lives not too far from here. It wouldn't take long.....

(Barriss frowns)

Barriss: If they found out you were missing-

Anakin: -Relax! It's me. I'll be back before anyone notices......

Padme: It's ok. I wanted to visit his world......for just a moment.

Barriss: Even so......Anakin, going back to your family will only create a lot of hurt for you and them. You
are a jedi. You must put these thoughts behind you.

Anakin: She's my Mother! I barely remember her. Look, I just want to see if she's ok. She's lived a
slave's life.......

Hadranus: I could go with him to make sure he's ok....

Anakin: Huh? I don't need to be chaperoned.....if you wanna come along, fine.

Barriss: Conradin! Don't encourage him!
Hadranus: This is his family. Barriss......haven't you ever wanted to see your parents?

Padme: He's right, Padawan. I can't imagine any organization that would want to do this, to make you
forget your family!

(Barriss is momentarily stunned by Padme's condescending remarks. Hadranus opens his mouth to
speak, but Barriss starts to "shoot daggers" at him. Conradin steps back, slightly intimidated and
confused. Everyone looks at her, waiting for an answer)

Barriss: (sigh) Fine! Do what you want! I have no authority to stop the Queen......

Padme: Good.

Anakin: Don't worry, Barriss. It'll be a quick visit.

(Anakin and Padme walk off towards Mos Eisley. Hadranus hesitates as he looks at Barriss. Her anger
drops away, but she is not happy with the predicament)

Hadranus: I'm sorry. I didn't mean to-

Barriss: -I know. I'm not angry with you.......

(She stares at Padme and Anakin)

Barriss: I think he underestimates the danger. Besides, if our Masters find out about this.....

Hadranus: Yeah.....we'd be dead.

Barriss: (sigh)....I'm supposed to protect the queen....I'd better go with them.

Hadranus: I think I'll tag along.


Ext. view- Tatooine

(Just above the atmosphere, a sleek looking ship jumps out of hyperspace. There is the foreboding "Sith
theme" as it flies towards the surface)


(CU of the foreboding ship as it lands. The swarthy, brutal figure of Darth Maul exits his ship and scans
the horizon. He pulls out a small remote and presses a button. Three probe droids are unleashed from
the ship and scatter to scout in different directions. CU of Maul's red tattooed face)

Maul: The Hunt begins.......


*****************************************

Cut to

Ext view- Planet Kamino.

(We see Sifo-Dyas exit from hyperspace towards the planet. CU as he flips several switches on his
dashboard. R5-D4 beeps enthousiastically)

Sifo-Dyas: Yes, my little friend. We've reached a safe place. All I have to do now is meet with the
Prime Minister. He owes me a few favors.....

R5-D4: Beep-whirl?

Sifo-Dyas: I'm afraid this is bigger than we realize. If your former masters are engaging in military
manuevers, it means no planet will be safe from them. The Republic is going to need a strong arm to
enforce peace......

(POV watches his craft fly into the atmosphere. Seconds later, Slave I pops out of hyperspace. Jango
Fett keeps his distance, but follows)




Cut to

Ext. view of Naboo forests

(We see dozens of Naboo guards setting up a secret base camp. Nikael Savva and Sache are talking to
several officers before breaking away on their own)

Sache: All is well?

Savva: It's slow going, but we have finished establishing a couple of secret supply depots where the
droids can't find them. Still, we're coming up short on a lot of equipment.....

Sache: I just hope the Queen can end this madness before it's too late.......



**********************************************************




(Cut to-The Palace on Theed. It is night time. POV follows Grievous and Governor Bibble. They are
escorted by guards. Grievous smiles politely as they walk. Sio Bibble hobbles along)

Grievous: You know, Governor, your people are starving in the camps. You could save us a lot of time
and effort if you would just give us some information on these primitive underwater folk. You see, they
are a nuisance, and they are certainly no friend of yours. Why won't you cooperate?

Sio: This occupation of yours will gain you nothing. We are a Democracy. The Gungans will not let you
get away with this!

Grievous: *sigh*........Governor Bibble, it is usually at this point in the conversation that I break one of your
fingers for your "noble defiance". However, I am tired, and you bore me. Goodnight. Take him away!

(The guards push Bibble into his cell. Grievous turns to VGR-001)

VGR: We are continuing to scour the swamps for these amphibians. We have found a deserted
underwater city, but the gungans have fled.

Grievous: Keep up your search. If the Gungans want to try to terrorize us, we will show THEM what
terror is!
Cut to:

Watto's shop, midday, on the edge of Mos Eisley

(Watto, a small flying Tyderian, has a sour look as he sits in front of his run down robotics shop. Anakin
and the others approach him while he is concentrating on fixing a bent part of a metal servo with a sonic
screwdriver. Watto hurts his thumb and smacks the part in frustration)

Anakin: Chut chut, Watto.

(Watto looks up, irrated at the interruption)

Anakin *Let me help you with that*

(Watto panics for a moment, still not recognizing him)

Watto: *What are you doing? Wait.....you are a Jedi!! No sales today! We are closed for-*

(Watto drops his screwdriver on his foot, causing him to groan in pain. He sighs as Anakin fixes the
servo calmly)

Anakin: *I am looking for Schmi Skywalker*

(Watto looks at them all, then at Anakin and blinks a couple times)

Watto: Ani? Little Ani?? Nah....

(Anakin returns the servo part in a better condition. Watto's eyes light up)

Watto: YOU ARE ANI!! It IS you! *chuckle* You sure sprouted, eh? Well, a Jedi? Whaddya know!?

(Watto gets close to Anakin, bringing the stench and a small swarm of flies towards the group. Conradin
flinches a little at the smell. Barriss wrinkles her nose. The all fail to notice a small black probe droid
hovering about, watching them intently)

Watto: Hey, maybe you can help me with a couple of deadbeats who owe me a lot of money-

Anakin: -My mother.

Watto: (timidly) Oh yeah....Schmi.....uhhh, she's not mine no more. I sold her.

Anakin: You sold her?

Watto: Years ago. I'm sorry Ani, but you know......business is business, eh? Yeah, I sold her to a
moisture farmer named Lars, at least I THINK it was Lars. Believe it or not, he freed her and MARRIED
her! Can you beat that?

Anakin: Do you know where they are?

Watto: Hmmmm, somewhere past the other side of Mos Eisley, far from here.

Anakin: (serious) I'd like to know.

(Watto is not affected by Jedi mind powers, being a Tyderian, but he senses a dead serious hint in
Anakin's voice, and has no wish to upset a Jedi, especially one who was his former slave)

Watto: Oh, uh Sure! Absolutely! Let's go look at my records....

(Watto takes him by the arm and leads them into the shop, which has seen better days)




Cut to:

ext shot Maul near his ship.

(Maul's communicator picks up a signal by the probe droid following the Padawans. He smiles and hops
onto his hoverbike. He zooms away into the BG)




Cut to-

Mos Eisley's bustling bazaars and stores

(Qui-gon, Obi-wan, Dooku and Luminara enter a huge store with the sign "Saun Dann's used parts".
Saun Dann is a jolly looking older man who welcomes them like old friends as soon as they enter)

Saun: My my! What a wonderful day, my friends! You are in luck. Today, we have EXACTLY what
you're looking for even before you know what it is! Heheh, that's just the sales pitch, but frell, you know
what I mean! What can I do for you?

(Obi-wan grins at the man's energetic greeting. Qui-gon is simply straightforward in his reply)

Qui-gon: I need parts for a J-type 327 Nubian.

Saun: AH YEEEEESSSS! NUBIAN! We have lots of that.

Qui-gon: Specifically, we need a t-14 hyperdrive generator.

Saun: You're in even better luck! I happen to have the only one in the whole city......however, it would
probably be cheaper just to buy a new ship!

(CU of Saun as he leans in to Qui-gon)

Saun: Which brings me to my next question. How would you like to pay for this?

Qui-gon: We have twenty thousand Republic daktaris.

(Saun ruffles his brow, disappointed)

Saun: Republic credits? Those are no good way out here. I need something a little more.....eh, solid is
the word.

(The others look at each other, dismayed. Qui-gon just looks at Saun calmly and gently waves his hand)
Qui-gon: I don't have anything else, but credits will do fine.....

(Saun Dann straightens up and looks at him with a hypnotized stare, then smiles)

Saun: Credits will do fine.

Qui-gon: We'll go ahead and take those parts now.....

(Saun still stares, then smiles)

Saun: Sure thing. right this way!

(Saun goes to get the parts. Qui-gon looks at the others with the biggest smug-bastard grin in the
universe)

Dooku: You space pirate!

Qui-gon: It's all in the wrist.



Cut to- Ext view of a lone moisture farm

(The inquisitive foursome make the trek towards the main hut on rented speederbikes, though most of the
property looks to be carved into the ground. Anakin takes the initiative to meet the owners. A large,
burly man approaches him)

Cliegg: You folk look like you're lost.

Anakin: That depends. Is this the property of Cliegg Lars?

Cliegg: I'm Cliegg. What can I do for you?

(Anakin suddenly gets nervous and looks at the others)

Padme: Go on, Anakin.

Anakin: I'm looking for, uhhh, Schmi Skywalker.

Cliegg: Schmi? May I ask why?

(Anakin hesitates)

Anakin: She's my mother......

(Cliegg is a little speechless now, but snaps out of it and goes back down into the home. Moments later,
a middle aged woman quickly approaches with Cliegg barely able to keep up with her. She stops and
almost cries out)

Schmi: Ani!!!

(She runs over and tackles Anakin, but in the most tender way possible. Padme and Conradin smile,
Barriss starts to feel uncomfortable and looks around)

Barriss: Something's wrong....
Schmi: My little Anakin! You've come back....

Anakin: Only for a moment, I'm afraid.

Schmi: Who are your friends? Are they also Jedi?

Anakin: I'm afraid there's so little time.

Schmi: No, Ani. Please stay, I would love to have all of you here for dinner.

Barriss: We really must consult Master Qui-gon for this. Come, Anakin. We need to get back to the
ship.

Anakin: I must get back......but I really wanted to make sure you were well.

(In the distance, an engine noise is heard getting closer.)

Schmi: My, how you've grown into such a strong boy....

(Schmi smiles and caresses Anakin's face and hair, oblivious to the roaring speederbike heading right for
them. Barriss suddenly spots Darth Maul coming at ramming speed)

Barriss: LOOK OUT!!!

(Everyone dives away as Maul leaps from the bike into the middle of the group. Barriss and Anakin light
up their sabres. Maul lights up his red sabre and bears his wicked grin at them for a second before he
and the Jedi engage in a whirlwind of acrobatic swings, clashes and parries. Padme and Conradin
shuffle to Schmi to get her out of the way. There's almost no time to think as Maul pounces, jumps and
twirls to get the advantage. Anakin fights furiously, but can sense excellent training in this sudden
opponent)

Hadranus: Padme, take Schmi and Cliegg to cover!

(Maul kicks up a cloud of dust into Anakin's face, lunges at Barriss. Their sabres clash for two seconds
before Maul's brutal strength knocks Barriss off her feet. Maul jumps at Anakin, who has recovered from
the sand attack. They clash for a few seconds. Maul whips his free hand around and "Force" -knocks
Anakin on his back. Barriss leaps at him before he can strike Anakin. Maul turns to her in a blur,
causing their blades to clash so fiercely she is blinded by the bright sabre impact. He swings again to
decapitate her in one clean move.......only to be blocked by a third lightsabre held by Ambassador
Hadranus. Maul frowns and backs away for a second. He now fights off three Jedi opponents as
Anakin joins them)

Anakin: Where the frell did You learn to do that?

Hadranus: I've got a few tricks up my sleeve.

(They fight, jump and run around the farm, trying to get the upper hand on this crazed attacker. Maul,
though caught off guard, can still stand up to the padawans. He jumps at the trio, and lands on Anakin.
Showing off to mock them, Maul pins Anakin's arms down with his knees while deflecting the struggling
attacks of Barriss and Hadranus. Anakin angrily Force-knocks Maul away, but only after tremendous
effort. Maul whips his hand out again to add insult to injury on the three, knocking them all back towards
Padme, Schmi and Cliegg. Maul seals the deal with a thermal detonator, tossing it at their feet)

Maul: Heheh....

(Barriss and Conradin instinctively look at each other and push their hands at each other. Not to reach to
each other, but to FORCE PUSH EACH OTHER AWAY from the blast radius. Anakin stares at the
round detonator near him and grimaces. At the last second, Schmi dives on top of him as the detonator
explodes. Smoke and dust fill the air around the farm)

(POV watches the decimated farm from a distance as Maul rides out of the smoky clouds on his
speederbike)

(CU of the group as the dust settles. Barriss and Conradin get up and quickly recover)

Barriss: Your highness! ARE YOU OK??

Padme: I'm alright.

Hadranus: Anakin?

(Anakin is silent for a moment. As the smoke clears, everyone sees him clutching his Mother. Schmi
has been ripped to shreds by shrapnel. She looks up at her son, unable to talk, and caresses his face
one last time. She dies, and Anakin is in complete shock. Nobody speaks for a moment)

Cliegg: We've got to get a doctor!!!

(Anakin, stone faced and pale, puts her mother down gently and grips his hands tightly)

Padme: Anakin?

Anakin: I'll be back....

(He runs to his speeder bike. Barriss, Padme and Conradin look at each other with that "Oh Frak!" look)

Hadranus: He's got the right idea!

Barriss: NO! Call the others! Get Qui-gon!

(Hadranus runs to his bike)

Hadranus: There's no time! That creep is getting away!

(Barriss and Padme run to their bikes. All four want to see justice for this heinous attack. Anakin zooms
off after Maul, followed by the others)


THE CHASE BEGINS

(CU of Maul as he speeds through the desert. He senses them in pursuit and sneers)

(POV watches the chase from a distance. Several jawa pop up and notice the bikes speeding along
outside Mos Eisley)

(CU of Anakin. He is determined to bring this attacker down)

(POV watches Maul zoom towards us and past us. Anakin, Barriss, Conradin and Padme close the gap
as the pass the POV with sabres lit)

(Anakin gets very close. Maul turns halfway towards him and starts waving his blade. Anakin clashes
with Maul's bike with ferocity, but Maul kicks him away and gains a small lead)
(CU of Maul as he spots something up ahead. He smiles)

(POV watches the chase from above the bikers. Maul flies into a strange route with a bunch of speeding
pods. Before they can slow down or turn away, Anakin and the others find themselves in the middle of a
podrace)

Padme: What's happening???

Hadranus: FRAK! It's the Boonta Eve race!!!

(Several podracers angrily honk their horns and fly around the speederbikes. An angry Dug flips off
Barriss and tries to bump her off the raceway)

Barriss: HEY!!

(The dug gives her a nasty look)

Sebulba: *Get out of the way, dumbass Jedi!!*

Barriss: Yeah? Well DOUBLE DUMBASS TO YOU!!

(Not realizing her bike is not built for this kind of punishment, she angrily slams into Sebulba's pod. He
loses control and slams into a rock formation. His engines snap off and fly away, while his pod skids on
the ground to a stop. Other podracers fly past him to continue the race. Barriss, uncharacteristically
forgetting her stoic discipline, starts to laugh triumphantly)

Barriss: How does that taste, motherf-

(Her speederbike blows a fuse from the impact and starts smoking. The blast hits her face, causing her
to cough. Her bike starts to shudder up and down)

Hadranus: BARRISS! GRAB MY HAND!!

(He gets next to her as her speederbike hits a rock. Barriss is knocked off, but quickly glides over to
Hadranus. She grabs onto him as her bike sputters into a rock and explodes)

Padme: Are you alright?

(Barriss nods as she holds onto Conradin tightly. A bullett ricochets off of Padme's bike, startling her for
a second)

Padme: Now what?

(The podracers, Maul and the four enter a wide open space on the racing field, surrounded by large dune
hills. Several tuskin snipers take potshots at the various drivers and bikers)

(CU of Anakin as he hits the accelerator to dodge several bulletts. Hadranus and Padme try to keep up)

Hadranus: This is crazy! This is crazy! This is crazy!

Barriss: You never been in a podrace before?

Hadranus: Only little league back on Achilleas! Certainly nothing as reckless as the Boonta Eve. That
Dug driver you hit back there....

Barriss: Yea?
Hadranus: He was the reigning champ in the circuit! You totally fecked up THE 5 time Boonta Eve
winner!

Barriss: I didn't like his attitude!



Cut to-

Int. Mos Eisley Cantina.

(Qui-gon, Dooku, Luminara and Obi-wan are sitting at a table, having drinks and a bowl of snoo-snoo
dip. They notice a large commotion near the sports screens covering the Boonta Eve)

Luminara: There it is again....

Obi-wan: What?

Luminara: That weird sensation....

Obi-wan: Is it like thousands of voices crying out, suddenly being silenced?

Luminara: Don't be silly. That's just the podracer fans over there, messing up my concentration!

(She sips her drink, still getting a funny feeling)

Dooku: Pfft. Podracing....really, why do people waste their time on this athletic machismo pudu?

(Obi-wan stuffs his face a little more with the salty bocci chips next to the dip)

Obi-wan: It takes a lot of skill to drive in the podraces.

Qui-gon: He's right. I've seen some intense racing on Malastare. Very fast, very dangerous.

Obi-wan: The Boonta Eve Classic is no less dangerous. The favorite today is the ruthless Sebulba, 5
time Boonta Champion.

Dooku: Young Kenobi, you suprise me. You actually watch these races?

Obi-wan: Well, ehh, sometimes.

Qui-gon: Don't worry, Obi-wan. I won't tell them about the posters of Dud Bolt and Gasgano hidden in
your temple chambers....

(Obi-wan shoots him an exasperated but embarrased look)

Obi-wan: Thanks a lot.

(Qui-gon almost smirks as he eats his chips. The Screen announcer gets loud at this point)

Announcer: The Boonta Eve Classic has always been unpredictable and this year is no exception.
Things started to heat up in the 4th lap when Sebulba, the 5 TIME REIGNING CHAMP was bumped off
the course and out of action by a small mirialan girl who entered the track with four others on
speederbikes.....
(Luminara gives a glaring look at Qui-gon)

Luminara: You don't think it was....

(They all look at each other, then suddenly laugh)

Dooku: It couldn't be....

Qui-gon: Of course not. Barriss would not leave the ship for a mere pod race.

Obi-wan: Let alone TAKE PART IN ONE.

Luminara: Agreed. Barriss is one of the best students I've taught.

Dooku: Anakin and Conradin would certainly not let her-

Announcer: Wait! The girl's bike has exploded in the middle of the racetrack, but she now rides with the
young Achillean on the other speedbike.....

(At this point Obi-wan, who had just taken a huge gulp of his froopy-flavored Drools beer, spits up a spray
of beer onto the table as he hears mention of the "Achillean". They are shocked at his reaction, but are
twice as shocked at hearing more about the young bikers who have entered the race. They look at each
other, stupified)

Obi-wan: No.....it can't be...

Luminara: She wouldn't....

Dooku: It had better NOT BE HIM!!!

(They all get up from their table and go to the podracer crowd around the sports screen. They watch
intently as cameras go from driver to driver, then cut to Anakin chasing Maul, followed by Padme on one
bike and Conradin/Barriss on another. Luminara's face drops as she sees Barriss riding with Conradin
through the "sniper" field. Qui-gon smacks his forehead in disbelief as he watches Anakin dodging
drivers and rocky obstacles at terrifying speeds)

Dooku: So much for doing this quietly.....

Luminara: Holy SH-

Obi-wan: -You said it!

Qui-gon: Get back to the ship. They will probably have transported and installed the engine by now. I'll
go out to get the young ones! Go!

(They break from the cantina in haste. Luminara looks back at the screen)

Luminara: That girl will be the death of me!



Cut back to- The Chase

(Racers and speedbikers near the arena, where another lap will end. Maul continues to slowly outpace
Anakin. Anakin stands up in his bike and leans foward. He punches a few buttons, swiftly routing more
power to his engines. His bike now shakes as it goes at speeds it wasn't designed to handle, but it
closes the gap as he holds steady. Maul sees him closing in and sneers. The Sith strikes the nearest
podracer, severing one of the engines. The pod vehicle crashes to the ground and explodes towards
Anakin)

Anakin: OooooOOOOOOOOH PUDU!!

(Anakin barely dodges the fiery mess. His bike smokes from being too close to the heat. It won't take
much more of the strain)

Barriss: LOOK OUT!

(Hadranus swerves around the wreckage, followed by Padme)

(CU of Anakin as he extends his lightsabre out, preparing to strike Maul's bike. Maul suddenly hits the
brakes and backs into Anakin as they reach the arena. Thousands of spectators start cheering. Anakin
and Maul duel on their bikes as Ani smashes his bike into Maul's, causing them to veer towards a wall in
the Arena)

Padme: ANAKIN!!!

(Anakin and Maul leap into the air as the bikes explode into the wall. They both land back onto the track,
dodging podracers left and right. Padme and Hadranus come to a stop off to the side of the tracks to
catch up with Anakin)

Anakin: You're a dead man!

Maul: Do you feel the rage? Is it like a savory honey on your tongue?

Hadranus: SURRENDER, assasin!

Anakin: That woman you killed was MY MOTHER!!

Maul: A whore!

(Anakin turns red with rage and charges. Maul smiles and charges. They clash, but Maul is stronger.
Barriss and Conradin get ready to join in)

Qui-gon: ALL OF YOU!!! GET BACK!!

(Qui-gon leaps from the crowd to distract Maul. The crowd goes wild, thinking it's all a part of the show.
Quigon gets between the padawans and the ferocious Maul. The Queen's transport zooms over the
arena and makes a hasty landing, opening one of its doors)

Qui-gon: EVERYONE BACK TO THE SHIP!!

(Anakin goes to Padme while Barriss and Conradin cover their retreat to the ship. Security guards in the
arena begin to charge towards the ship as more chaos spreads through the stands. The ship starts to lift
off after the padawans get the Queen on board)

Obi-wan: Ease your course over to Qui-gon!

(The pilot steers towards the dueling warriors. Qui-gon, sensing a chance to escape, leaps up to the
open door)

Obi-wan: Go, GO!
(The ship goes to full speed up into the sky and away from Tatooine)



Cut to- Int view of the ship

(Padme, Anakin, Barriss, and Conradin sit quietly as Panaka, Luminara, Dooku and Qui-gon take turns
reading them all the riot act. They all look as if wishing Maul had killed them, sparing them from the
inevitable "judgement day" they must now face. Things are particularly complicated once everyone
realizes that Hadranus has been secretly trained in the Jedi ways)

Panaka: I certainly hope all of you see the lesson in responsibility here.

Qui-gon: You four understand why it is important to follow orders?

(The four nod solemnly)

Qui-gon: Anakin, I am terribly sorry about your mother. While you were reckless, it was not your fault
that she died. You must understand that.

Anakin: I do....

Qui-gon: As much as I hate to admit, I think the Sith have tipped their hand with this attack. It's obvious
we are dealing with a master AND an apprentice.

Dooku: Agreed, and they did a good job finding us.

Luminara: There's still the matter of what to do about the young Ambassador, Master Dooku. I would not
question your methods, but....

Dooku: The responsibility is mine and mine alone. Though I would not have wished him to reveal himself
this way....

(Dooku looks at Conradin with a stern eye)

Dooku:....What's done is done. Considering that the sith must also realize one of these padawan could
be the Chosen One, he has become more than just an ambassador. All three of them will have to be
tested by the Jedi Council.

Qui-gon: Master Yoda will probably not be amused by this complication..

Dooku: With the prophecy of fulfilling balance in the galaxy, Master Yoda might not have a choice in the
matter.

Barriss: If I may speak....

Luminara: Yes, Barriss?

Barriss: I would certainly ask for lenience with Conradin. His Jedi training....well, he saved my life on
Naboo when the droids attacked.

(Luminara looks at her Padawan)

Luminara: You KNEW he was trained as a Jedi all this time?

(Barriss looks down at the floor. Conradin fidgets awkwardly)
Hadranus: Down be too harsh, Master Unduli......I....I made her promise not to tell.....for Master Dooku's
sake. I didn't want to get him into trouble.

Dooku: It's a little late for THAT, my young padawan!

(Conradin looks down in shame with Barriss, though he fails to see a hint of a smile on his Master's face)

Dooku: I've been in trouble with the Jedi council more than you could imagine. This was inevitable. All
things considered, you should all be commended-TOO A DEGREE-for your skill and initiative in dealing
with the mysterious warrior. However, you will all STILL be disciplined for your carelessness.

(The padawan nod humbly. Padme looks up at them)

Padme: Could we REALLY be dealing with a Sith warrior?

Qui-gon: Judging by his fighting techniques, I'd say it is very likely we are dealing with a re-ermergence of
the Sith. But, we will take council with Master Yoda on how to deal with this matter. In the meantime....

(Qui-gon folds his arms sternly at the padawans)

Qui-gon: You will be disciplined in the temple when we make our return. ALL of you.

(Conradin looks up at him. Qui-gon nods approvingly at him. The four get up to leave. Luminara
quietly follows Barriss out to another part of the ship. The journey to Coruscant would take some time.
Things were going to be quietly awkward from everyone)

Luminara: Barriss.....

(Barriss Offee stopped with a feeling of dread)

Barriss: Yes, Master?

Luminara: I don't think you were suprised by how we would react.

Barriss: No.....I did try to stop Anakin, but......it was important to him......

Luminara: .....To see his mother. I do understand. I can feel that despair in you.

Barriss: Sometimes, I envy others who have that connection. I wish I could see my mother and father
again, to have that connection. I wish I could make them proud of me.

Luminara: You have always been my greatest pupil, Barriss. Your parents were proud of you even when
they knew they were giving you up to the Jedi. They have always been proud of you.

Barriss: Will I ever see them again?

(Luminara puts a hand on her shoulder and smiles)

Luminara: When the time is right, my young Padawan.


Cut to- Another part of the ship

(Padme and Anakin share a quiet, somber moment alone)
Padme: I am sorry for all that has happened. We didn't even have time to....to bury your Mother......

Anakin: It all happened too fast. I was foolish to go.

Padme: No, it wasn't your fault. I shouldn't have encouraged you. I wanted to meet her.

(Padme caressed his cheek. Anakin looked into her eyes with a sad smile)

Anakin: Damned Jedi disciplines. I can't even cry because I have too much control. Why can't I mourn
for her?

Padme: Don't do this to yourself. All things happen in their time.....

(She kisses him before going off to join her handmaidens)



Cut to-Int Ship corridor

(Conradin slowly walks next to Dooku)

Hadranus: I'm confused, Master.

Dooku: What do you mean?

Hadranus: You say the Sith are out to kill the Chosen One. I thought Poggle was the "Chosen One".
Isn't the prophecy already being fulfilled?

Dooku: It is possible, but Poggle is fulfilling Geonosian prophecy, not necessarily Jedi prophecy. These
things are never easy to decipher or interpret. I have been harsh with you today for this little adventure,
but as I said, this was inevitable. We are at the point of no return. I also sense destiny has more in
store for you. You have performed very well under so much pressure, and have not slackened on your
training.

Hadranus: Well, I had a good teacher that beat me senseless when I slacked off.

(A small grin creeps up on Conradin's face. Dooku gives him a mock glare with a hint of a smile)

Dooku: Don't ever forget it, laddy. I think the Council might give serious thought to expanding enrollment
for you and the others. This could be the momentum needed to create reform in the Jedi.

Hadranus: I do hope so.

(Hadranus begins to mindlessly fiddle with his small gold medallion around his neck, one with an emerald
gem in the center)

Dooku: What is that?

Hadranus: Oh, I, uhhh, I got this when we took our test on Rhen Var. It was given to me by the guardian
of that Sith world. It was supposed to repel Sith.....I think.

(Dooku eyes it curiously)

Dooku: I see.
Cut to- Another part of the ship.

(Qui-gon enters the bridge, where Obi-wan was monitoring long range scans to detect any pursuit by
Trade Federation units)

Qui-gon: What's our status?

Obi-wan: All systems at 100%, long range scans show no signs of enemy pursuit. How did it go,
Master?

Qui-gon: I think we encouraged our intrepid adventurers to be.....less adventurous. The Sith are pulling
no punches in this, so we can't afford another mishap.

Obi-wan: You realize Master Dooku has created a debacle of his own. The Council will never accept his
ideas for reform, nor will they enroll his students.

Qui-gon: We will have to wait and see how the Council will rule on it.

Obi-wan: I would never question his judgement, but.....(sigh) Master, going against the Jedi Code creates
so many perils.....

Qui-gon: Change is the only constant in the universe, Obi-wan. It may not happen here and now, but it is
inevitable. Anakin may have been unwise in his actions, but he has the right idea.

Obi-wan: To stay in contact with family......it would distract us from duty.

Qui-gon: It would motivate us to be accomplish our duties. In any case, it is all academic at this point.
Not a debate we need to trifle with until the Council gives its thoughts.

Obi-wan: Forgive me Master. I shouldn't speak out like this. I know he does his best for the Order.

(Qui-gon smiles)

Qui-gon: You are a good apprentice, Obi-wan, and a much wiser man than I am. I foresee you will
become a great Jedi Knight.




(The ship jumps out of hyperspace to reach Coruscant. POV follows it into the atmosphere. Cut to-CU
of Padme and Anakin. They look at the planet from a window)

Padme: So this is Coruscant.

Anakin: Yes, a fascinating world. The entire planet is one huge city!

(She smiles at him and discreetly holds his hand)

Padme: I hope the Senate will hear our plea in this matter.

(He smiles back at her)

Anakin: We have nothing to fear. This matter will be resolved quickly. There's Chancellor Valorum's
shuttle. Senator Palpatine is here to greet us also.

(They arrive on the landing pad. The Queen is followed by Panaka, the handmaidens and the Jedi.
Palpatine steps up to greet her)

Palpatine: It warms my heart to see you here safely, your Majesty. I look forward to reading your reports
on the incident. Let me introduce you to Chancellor Valorum.

Valorum: It is an honor to finally meet you, your Highness. I've called a special session of the Senate to
get to the bottom of this matter.

Padme: Thank you, Chancellor.

(The Queen's entourage goes to the shuttle. Valorum stays behind to be briefed by the Jedi.)

Qui-gon: I must meet with the Council. Things have become much more complicated.

Valorum: I will do what I can in the Senate.

(Hadranus turns to Dooku and Qui-gon)

Hadranus: Shouldn't I also go to the senate?

Qui-gon: We will let Palpatine and the Queen handle that matter. You'll need to join us in the Temple.

Dooku: We need to plead your case to Master Yoda.

Hadranus: Yes, Master.




(POV pans by the busy cityscape of Coruscant. POV stops at Naboo's embassy. We hear Palpatine
talking of the difficulties of freeing Amidala's planet)

Palpatine: ....There is no civility. Only politics. The Republic is not what it once was.....

(Cut to- Int of the conference room. Palpatine walks as he talks to Padme, Anakin, Panaka and the rest
of the entourage)

Palpatine: The Senate is full of greedy, squabbling delegates. There is no interest in the common good.
I must be frank, your Majesty. There is little chance the Senate will act on the invasion.

Padme: Chancellor Valorum seems to think there is hope.

Palpatine: If I may say so, the Chancellor has very little "real" power. He is mired by baseless accusations
of corruption. The beaurocrats are in charge now.

Padme: What options have we?

Palpatine: Our best option would be to push for a stronger Supreme Chancellor, one who could control
the beaurocrats and give us justice....
(He turns to her)

Palpatine: You could call for a vote of no confidence in Chancellor Valorum.....

Padme: He has been our strongest supporter!

(Palpatine looks at her with sympathy)

Palpatine: Our only other choice is to submit a plea to the courts.

Padme: The courts take even longer to decide things than the Senate. Our people are dying, Senator.
We must move quickly if we are to stop the Federation.

Palpatine: Be realistic, your Majesty. I think we're going to have to accept Federation control for the time
being.

(Padme frowns at him)

Padme: That is something I cannot do.


(Cut to-The Jedi Temple. Qui-gon, Obi-wan, Luminara and Dooku give their report to the Jedi Council.
Master Yoda presides with Mace on one side of him and Ki-Adi-Mundi on the other)

Qui-gon: The warrior who attacked us on Tatooine was trained in the Jedi arts. My only conclusion is
that he was a Sith Lord working with the figure leading the invasion.

Ki: This is all highly irregular. It simply cannot be. The Sith have been extinct for over a millenium.

Mace: I do not believe the Sith could have returned without us knowing.

Yoda: Ah, hard to see, the Dark side is.

Mace: We will use all of our resources to unravel this mystery. We will discover the identity of your
attacker. May the Force be with you.

(Obi-wan bows and turns to leave, but the other three remain. Dooku clears his throat)

Yoda: (sigh).......Master Dooku, more to say, have you?

Dooku: With your permission, Master.

(He looks at Qui-gon and Luminara, then turns to the Council)

Dooku: We may have detected a vergence in the Force while on Naboo.

Yoda: A "vergence", you say?

Mace: Located around a person?

Dooku: Masters Luminara, Qui-gon and myself have reason to believe that the Force led us in this way
for a reason. We have reason to believe the Chosen one is finally among us. The Sith lord also felt it
while I listened in on his conversation with the Viceroy. It MAY be one of our Padawans.....and I have
reason to believe Senator Hadranus might be the Chosen One as well. I have seen his potential.

Mace: You are, of course, referring to the Chosen One of prophecy, the one who will bring balance to the
Force? You believe the Students and this Senator might be candidates?

Dooku: I do not mean to presume-

Yoda: -But you do! Revealed, your opinion is.

Dooku: I request the young man be tested, along with Barriss Offee, Obi-wan Kenobi and Anakin
Skywalker.

(Yoda raises an eyebrow)

Yoda: Oh. Trained as a Jedi, your request for him, Hmmm?

Qui-gon: Discovering the Chosen one on this journey was the will of the Force, we have no doubt of that.

Dooku: And not just Senator Hadranus. The Will of the Force has brought me to train several
students.....

(There are a few gasps amongst the council members. Qui-gon and Luminara look at Dooku in complete
suprise. The room goes quiet as Dooku reveals his secret project)

Dooku: I have brought nine to be tested for your approval.

(Qui-gon suddenly flashes a smirk)

Qui-gon: (quietly) Nine? And you call ME a space pirate.

(Yoda, Ki-Ad--Mundi, and Mace exchange slightly irritated glances at each other. They've dealt with the
crackpot theories of Qui-gon and Dooku before. Sometimes, there is no escaping it. Mace waves his
hand with bored annoyance)

Mace: Bring them before us.



(We cut- The Senate. Valorum prepares to start the session from the center of the vast chamber)

Valorum: The chair recognizes the Senator from the sovereign system of Naboo.

(Palpatine and Amidala come forth in their Senate pod, floating before the Galactic Congress)

Palpatine: Supreme Chancellor, delegates of the Senate.......a tragedy has occured, which started RIGHT
HERE with the opposition to the taxation of the trade routes, and has now engulfed our entire planet in
the oppression of the Trade Federation!

(Senator Lott Dodd of the Trade Federation breaks forth from his pod to confront Palpatine)

Lott: This is outrageous! I object to the Senator's statements!

Valorum: The Chair does not recognize the Senator from the Trade Federation at this time!

Palpatine: To state our allegations I present Queen Amidala, Recently elected ruler of the Naboo, to
speak on our behalf.

(There is a slight murmur as Padme, dressed in her finest outfit, steps forward to speak)
Padme: Honorable Representatives of the Republic, I come to you under the gravest of circumstances.
The Naboo system has been invaded by the droid armies of the Trade Fe-

Lott: -I object! There is no proof! This is incredible! I recommend we send a commission to Naboo to
ascertain the truth.

Senator #4522: The Congress of Malastare concurs with the honorable Representative of the Trade
Federation. A Commission must be appointed!

Valorum: The point-

(Valorum's assistant leans to him and whispers. Palpatine leans to Padme as order breaks down.
Padme frowns at the chaos unfolding in front of her)

Palpatine: Enter the beaurocrats, the true rulers of the Republic......and on the payroll of the Trade
Federation, I might add. This is where Chancellor Valorum's strength will disappear.

(Valorum suddenly looks tired as he backs away from his advisor and faces Padme)

Valorum: (sigh).....The point is conceded. Will you defer your motion to allow a commission to explore
the validity of your accusation?

Padme: I will not defer. I come before to resolve this attack on our sovereignty NOW! I was not elected
to watch my people suffer and die while you discuss the invasion in a committee! If this body is not
capable of action, I suggest new leadership is needed.......

(A smile creeps on Palpatine's face)

Padme: I call for a vote of no confidence in Chancellor Valorum's leadership.

(The Senate erupts in arguments, but hundreds of them rally behind her and shout for a vote. Valorum
slumps into his chair. His career is over. Palpatine whispers to her excitedly)

Palpatine: Now they will elect a new Chancellor, a strong Chancellor. One who will not let our tragedy
continue.....




Cut to- An Alien lanscape

(POV faces a huge stone temple with tall columns and a set of heavy brass doors. The doors open to
reveal a vast chamber. In the center of the chamber is the mysterious figure known as "Angel")

Angel: Welcome to the Hall of Heroes, Barriss.

Barriss: Why am I here?

Angel: To bear witness to my death......

(Angel leads her into the temple. She sees hundreds of statues in various poses. Some names she
recognizes, others are unfamiliar. Their names and dates of birth/death are on the pedastal of each
statue)

Barriss: (whispering) James T. Ki-
Angel: You are one of the lucky few to be here, to see that the Forces of Good are numerous.

Barriss: What planet is this?

Angel: Well....That's not an easy answer to give. Ah, here is your place.

(They view a statue of Barriss, placed near a multitude of other Jedi statues. She marvels at its
craftmanship, then looks stunned as she reads the dates on the bottom. Barriss Offee, Jedi Knight, Born
42 BBY-19 BBY)

(CU of Barriss as she snaps out of her meditation. She is in the Jedi temple. She looks around,
wondering what the vision means)



Ext. The Jedi Temple, early evening

(Cut to- Anakin, Barriss and Conradin wait in a lounge off to one side of the main hall of the vast temple.
They sit in a very comfortable room with huge windows giving them a view of the city. Anakin plays with
some drinking cups, letting them float in the air. Conradin stares out the window with anxiety. Barriss
meditates on a nice red sofa. Other Jedi, like Aayla Secura and Quinlan Vos, hang around, relaxing)

Anakin: You may as well relax. The Council might take a whole day before calling us.

Hadranus: I know. Still, it's like a dream come true. To actually BE in the temple......maybe even have a
shot at joining....it's exciting.

Anakin: I hope you're right. Dooku is walking a thin line with this. You could just as easily get rejected.

(Hadranus takes a deep breath)

Hadranus: I know. I'm ready for whatever happens.

(Anakin smiles and goes over to him, clasping Conradin's shoulder)

Anakin: You'll be okay.

(Conradin smiles back)

Anakin: I want to thank you for your help. Even though Dooku may have trained you illegally......I,
uhhh.....

Hadranus: It was the least I could do. I only wish I could have done more......

(The silence becomes awkward as they think upon the attack, how Darth Maul murdered Anakin's
Mother)

Anakin: It was my own stupid fault.

(Anakin has remorse in his voice as he stares away from them)

Hadranus: None of us could have guessed a Sith Lord was tracking us.

Barriss: Do not dwell on the past, Anakin. I say this with respect. We are now in a position to even the
odds against the Sith.
Hadranus: She's right. One of us has got to be the chosen one. One of us can bring balance and get
that bastard.

(The trio is suprised by the entrance of Dooku's remaining students. Lady Septime leads Kurwa, Vlad,
Aviva, Nyssa, Paleo-Logus, Poggle and Assajj Ventress into the lounge. Conradin greets them all
warmly)

Septime: Conradin, it seems we all may have a chance to join the order. Master Dooku sent for us after
he met with the Council.

Anakin: Septime??? YOU'RE one of Dooku's students??

Septime: A necessary deception, Anakin. All that matters now is proving ourselves worthy.

Barriss: Well, I certainly hope you are right.

(Several of the Jedi stand up and stare in curiosity at Dooku's students, making things slightly awkward)

Assajj: What the frell are you tuckfards staring at??




************************************************************************************************************************

Cut to- Ext view of Coruscant's orbit

(Sifo-Dyas' ship leaps out of hyperspace. He has concluded his business on Kamino. CU of Sifo-Dyas
as he prepares to enter the planet's atmosphere)

Sifo: R5, patch in a communication to this secret frequency.

R5-D4: Bweep-bipple.

(A blue image of Senator Palpatine is brought up in front of him as he switches to autopilot)

Sifo: Senator Palpatine. I hope I haven't come at a bad time?

Palpatine: My friend! We had feared the worst! Master Sifo-Dyas, Anakin and the others are here and
safe. We must inform the Council-

Sifo: I need to meet with you, and the Chancellor, in secret.

Palpatine: Valorum is out of office. There was a vote of no confidence.

Sifo: WHAT?? We need his guidance now more than ever! My friend, I think I have found a way to
keep Naboo and other planets safe from the Trade Federation.

Palpatine: I'm in the running to be the next Chancellor. If you have a plan that can free Naboo....

Sifo: I do. There are those who can give us an army.

Palpatine: Wait, it's not safe to communicate here. Meet me at these coordinates....

Sifo: I've got them. I'll be touching down within the hour.
Palpatine: I am "anxious" to hear your news.




Cut to- Ext. view, a forest on Naboo. Night time.

(POV pans around the resistance camp. Sache, Jar-Jar and Nikael Savva stare into a fire as they cook
some meat. Several Naboo soldiers walk past them. CU of Sache as she stares at a parchment.
Despair frowns on her face. She crumples up the paper and tosses it into the fire. Nikael looks at her,
hesitating)

Sache: Governor Bibble is to be executed along with 400 others suspected of what the Trade Federation
calls "rebel" activity if we do not surrender immediately....

Savva: Bastards! Everday, they try to break us.......we have to hold out for just a little longer.

Jar-Jar: Yousa thinkin yousa people gonna die?

Sache: I don't know.

(Jar-Jar grabs some food off the spit over the fire, casually eating)

Jar-Jar: Gungans get pasted too, I guess. Weesa no go out without a fight. Weesa warriors. Weesa
got a grand army!

Savva: Too bad they don't trust us enough to join with us in this fight.

Jar-Jar: Weesa could, if da Queen could get here. Boss Nass might listen to her.

(Sache thinks for a moment, then smiles)

Sache: I've got an idea......


************************************************************************************************************************
***


Cut to- Int of the Jedi temple, the next day

(The council has prepared to spend the entire day testing the students. Anakin, Obi-wan, Barriss and
Hadranus receive the brunt of their questions and quizzes, but Dooku's other students are there as well,
exhibiting their skills to various Jedi Masters)


(CU of Master Even Piell as he tests Obi-wan's combined agility and meditation in the Force. Obi-wan is
performing a one-handed handstand while levitating three heavy rocks)

Even: That's it, young Kenobi. Let your mind go. Relax in your concentration, and use gravity to your
advantage. Balance now three more rocks......
(CU of Ki Adi Mundi as he tests Barriss. She is guessing at shapes on his covered scanner)

Barriss: I see....a ship....a cup....a square....a type 2 protocol droid....Planet Corellia.....

Ki: (smiling) Good, very good.



(CU of Mace Windu as he tests Conradin Hadranus. Windu's Padawan, a thin boy named Rukus, is
present)

Mace: Conradin, for this exercise, I want you to set your sabre at its lightest setting and duel Rukus. I
want to see how advanced your "Makashi" form II fighting style is against Rukus' form V "Djem So"
techniques.

Hadranus: Yes, Master Windu.

Mace: Begin!



(CU of Yoda as he sits with Anakin)

Yoda: How feel you?

Anakin: Cold, Master Yoda.

Yoda: Afraid, are you?

Anakin: No.

Yoda: See through you, I can. Must be mindful of your feelings. Thoughts, you have. Dwell on your
mother, you do.

Anakin: I miss her.

Yoda: Afraid after you lose her, I think, Hm?

Anakin: What has THAT got to do with anything?

Yoda: EVERYTHING!

(Yoda stares at him gently)

Yoda: Fear is the path to the darkside. Fear leads to anger, anger leads to hate. Hate leads to
suffering!

(Yoda looks at him silently and sighs apprehensively)

Yoda: I sense much fear in you.
Cut to- Int. Padme's apartment, late afternoon


(Padme waits in her lounge, staring out the window. Captain Panaka and Palpatine enter with
excitement)

Panaka: Your highness! Senator Palpatine has been nominated to replace Valorum as Chancellor!

Palpatine: A suprise, to be sure. Your Majesty, if I am elected, I promise to put an end to corruption.

Padme: Who else has been nominated?

Panaka: Bail Organa of Alderaan and Ailee Teem of Malastare.

Palpatine: I feel confident our situation will create a strong sympathy. I WILL be Chancellor.

Padme: I fear by the time you have control of the beaurocrats, there will be nothing left of our
people.......our way of life.

Palpatine: I understand your concern, your Majesty. Unfortunately the Trade Federation has control of
our planet.

Padme: Senator, this is your arena. I feel I must attend to mine. I've decided to go back to Naboo.

Palpatine: Go back? But your Majesty, be realistic. If they capture you, you will be forced to sign the
treaty!

Padme: I will sign no treaty, Senator. My fate will be no different than that of our people. Captain....

Panaka: Yes, your highness?

Padme: Ready my ship.

Palpatine: Please, your Majesty. Stay here where it is safe.

Padme: It is clear to me now that the Republic no longer functions. I pray you will bring sanity and
compassion back to the Senate.



Ext view-The Jedi Temple, evening again.

(We cut to the council room. Luminara, Qui-gon, and Dooku stand before the council with all the
Padawans that endured testing. They await the Council's final decisions)

Yoda: Investigated these students, we have. Matter of Chosen One, we have decided.

Ki-Adi-Mundi: The Force is strong with each of them.

(Yoda looks to Anakin)
Yoda: Focus on training for THIS one, we will.

(Anakin grins with relief)

Yoda: Smile, you should not. Great responsibility is yours, young padawan.

(Anakin humbles himself quickly)

Yoda: Shown it, you have not. Reckless, you were, on Tatooine. Ready to fight the Sith, you are
NOT. As for young padawan Offee.....

(Barriss suddenly tenses up a little. Luminara puts a hand on her shoulder)

Yoda: ......reckless too, you were. More study and meditation for you is needed. Discipline yourself, for
only then can you be a Jedi.

Barriss: (muttering) Terrific.....

Dooku: What of my students, Master Yoda? Ambassador Hadranus has excelled in his abilities to use
the Force along with the others. Are they to be trained with the Jedi in the Temple?

(Mace looks him square in the eye)

Mace: No. They will not be trained.

(Dooku's mouth opens in shock. Conradin and the others feel tension through the whole room, right
along with his own nervous agitation. He starts fiddling with his medals on his uniform)

Dooku: No?

Mace: The Ambassador is too old. As are these other "students".

Dooku: How can you be sure he is not the Chosen one??

Yoda: Clouded, this boy's future is. Focused on political responsibilities and material desires, he is.

(Dooku: sighs and thinks a moment)

Dooku: Then, I shall finish his training on my own. I take Conradin Hadranus as my official Padawan
learner

Yoda: The point, you have missed. "Official" padawan, he cannot become. Impossible for him to
receive more training!

Mace: The code forbids it.

Ki-adi-mundi: You cannot just rewrite the rules.

(The students remain quiet and numb from the verdict, all except Assajj Ventress)

Assajj: (muttering) This is an unbelievable fuckaroo!

Dooku: I tell you, he is ready for the trials, just as ready as Anakin and Barriss.

(Anakin blurts out with a quick response)
Anakin: We are ready for the trials.

Yoda: Our own council will we keep on who is ready!

Qui-gon: Master, they are somewhat headstrong, and they have much to learn of the living Force......but
they are capable. There is little more they can learn from us.

Yoda: Training the Senator, a violation of the code it is. Training of these nine students, also a violation.
Allow it to go on, we will not.

(Conradin's spirit is crushed. He bites his tongue quietly in an effort to not cry, embarrased by this whole
situation)

Yoda: Continue her training here in the Temple, Padawan Offee will. Learn discipline, she will.

(Barriss looks down at the floor, trying not to look at anyone)

(Yoda looks at Anakin)

Yoda: Young Skywalker's fate will be decided later.

Mace: Now is not the time for this issue. The Senate is voting for a new supreme Chancellor, and Queen
Amidala is returning home, which will put pressure on the Federation. It could widen the confrontation....

Ki-Adi-Mundi: ....And draw out the Queen's attacker.

Mace: Go with the Queen to Naboo and discover the identity of this dark warrior....

(CU of Mace)

Mace: This is the clue we need to unravel the mystery of the Sith.

(Qui-gon, Luminara and Dooku and the Padawans bow)

Yoda: May the Force be with you.

(Dooku leads the others as they exit. They slowly make their way down the vast hall away from the
council chambers. POW watches from in front, facing them as they walk)

Obi-wan: Well......here we are.

Qui-gon: The council has chosen Anakin for further training in these endeavors. He may have the power
to restore balance.

Anakin: It's weird....but I'm more scared now than I was before going in there. I was excited about the
possibilities, but now....

(Dooku turns to him with a soft, paternal voice)

Dooku: You will be fine, young Skywalker. (sigh) I have the greatest confidence in Yoda's wisdom.

(Anakin nods. Conradin puts on a brave face, but he is very upset)

Dooku: I'm sorry. It was my hope that-

Hadranus: -It's ok. We did our best. All things considered, I never thought we would get this far. And
maybe they are right. My life has been motivated by politics and other material interests.....

(He glances at Barriss, but quickly looks ahead)

Obi-wan: I am sorry, Master Dooku, but.....you took this matter into your hands and you shouldn't have.

(Assajj Ventress gets in Obi-wan's face with a sneer)

Assajj: What the FRELL do you know about it?? Dooku gave us a chance! He gave us hope while you
poofy Jedi spent all day humping the "light side" like a chocolate pocky cake-

(Obi-wan steps back in shock as Ventress winds up to punch him)

Dooku: Enough, Ventress! Vlad, I want you to take the others back to their rooms for meditation. Now
is not the time to dwell on this. The Council has spoken.

Vlad: Yes, sir.......Master Dooku, the Council may have spoken......but they have failed to explain what
must become of us.....

Dooku: (sigh) I know....

(Vlad leads the others away. One of Dooku's students, Nyssa the sith witch, whispers to Paleo-logus)

Nyssa: Wow, and I thought I was a Sith bitch. That girl Ventress, she's got issues.

(They walk away. Luminara continues the conversation)

Luminara: This test for our students is the least of our worries. Queen Amidala is returning to Naboo....

Qui-gonn: And our chances of success have diminished. The Queen seems to have made up her mind
on this.

Anakin: Believe me, she can be stubborn.

Hadranus: I can't believe she called out Valorum on a no-confidence vote. We've lost a major ally in the
Senate.

Qui-gon: Valorum did all he could. Maybe the next Chancellor will have stronger support.

Dooku: We must all face our destinies. I will meet you at the launch pad tomorrow.

Hadranus: Are we actually going to face the whole droid army? That's insane!

Dooku: You, Anakin and Barriss will remain here.

Anakin: WHAT??

(Barriss turns to Luminara in shock)

Barriss: Master?

Qui-gon: It is the will of the Council. And, for once, I agree. I'm sorry, but what could be done has been
done. You will all remain here.

(Anakin stops and gets close to Qui-gon)
Anakin: You realize.......it's practically suicide! Let me talk to the Queen. I AM one of her advisers.

Qui-gon: That is no longer an option. This is more than just fighting the droid army. We must find the
Sith lord and defeat him

Luminara: Come, my padawan. We will meditate before we sleep.

Barriss: Meditate??!! At a time like this? What about-

(Barriss stops as Luminara looks at her with a slightly stern look. For Luminara, it is a rare occurrence
when she must discipline her best student. After all their years as master and padawan, all it takes is a
look. Barriss backs down)

Barriss: Yes, Master.

(They break off from the group. Dooku clasps Conradin's shoulder)

Dooku: Come, we had better get some rest as well....

Hadranus: Master, I think right now I'd like to go with the others....

(Hadranus walks away before anyone can reply. Dooku stops in mid thought and turns around. He
stares down the empty hall, looking. There is nothing there, yet he senses something that makes him
uncomfortable. Something that only he can "hear")

Tyranus: (whispers) The Jedi have failed you.....



Ext view-The Cityscape of Coruscant. The Moon sets with a dull glow in the sky.

(Cut to-Qui-gon's chambers. CU of Qui-gon as he sits on the floor in quiet repose. A "door bell"
sounds, summoning him. Qui-gon gets up from his meditation on the floor in the center of the room. He
opens the door to greet Luminara)

Luminara: I hope you are well, Master Qui-gon.

Qui-gon: I am. Please, come in.

(Luminara keeps up with protocol, but breaks into a slight smile as she enters. They sit on the floor cross
legged. They smile casually, but are very careful around each other)

Luminara: I hope I am not interrupting anything.

Qui-gon: Not at all. You are most welcome. I hope Barriss is well.

Luminara: She is well. A finer pupil, I could not ask for. Sometimes, she is headstrong.......She is her
mother's daughter.

Qui-gon: That, she is. I find it to be an admirable trait.....

(Qui-gon gives her a VERY knowing smile. Luminara blushes happily, but frowns after a few moments)

Luminara: It is too bad she will never truly get to meet her parents......at least Anakin was able to-

Qui-gon: -Anakin did a foolish thing......even if it was with good intentions. Some things are never meant
to be.

(They are quiet for a moment)

Luminara: I think she may have a crush on that young Senator.....

(Qui-gon's eyes light up with mirth)

Qui-gon: Really?

Luminara: I'm sure it will pass.

Qui-gon: Let's hope not. She will be able to channel her emotions in positive ways. Besides, I sensed
some emotional energy from the young Senator whenever he looked at her......

(Luminara had a bit of a suprised look)

Luminara: How did I miss this? Reading men is the easiest task in the galaxy!

Qui-gon: Dooku must have taught him very well to mask his feelings.

(They are quiet again)

Luminara: Qui-gon......

(The tone in her voice changed to a more serious thought)

Qui-gon: You are worried about this trip back to Naboo.

Luminara: I have a bad feeling about this.

Qui-gon: (smirks) You're beginning to sound like Obi-wan!

Luminara: You don't understand.....I have a BAD FEELING about this......

(She looked at him, dead serious. Qui-gon looked back and smiled)

Qui-gon: I know.....

Luminara: Would that I could make you stay here.......

Qui-gon: And I would wish for you to stay here as well.

Luminara: I feel this whole situation is hurtling out of control, about to crash.....QUI-GON-

(Qui-gon caresses her face calmly. She caresses his face also)

Qui-gon: We face our destinies, whereever and however it must be, but it does not end what we have.
At least....we will face it together.....

(They hold hands, sharing the harmony they have hidden from the world. Scene fades to black)

************************************************************************************

Cut to- Int Jedi dorm, Lady Septime's room
(Septime, one of Dooku's secret padawans, sits and meditates. There is a "ringing" from the front door.
She gets up to open it. Padme Amidala is at the door, looking ernestly at her. Septime bows)

Septime: Your Highness. I am humbled by your presence here. Please come in.

Padme: Thank you.

(Padme enters only a few feet, but indicates this is an official matter)

Padme: Septime, I have been made aware of your secret training.

(Septime turns to her with some suprise and remorse)

Septime: My Lady-

Padme: -I have been in contact with Master Dooku since the tests, and we have discussed the matter at
great length.

Septime: It was for a great good.

Padme: It was a deception that could have created scandal and endangered Naboo lives.

Septime: No! No, My lady.

Padme: It is not your fault, Septime. I know that. Dooku was trying to give the Jedi and the Republic an
advantage. But Master Yoda is correct. This was a foolish risk. Septime....

(Padme gets close, putting a sympathetic hand on Septime's shoulder and dropping the official routine)

Padme: I need to know that I can trust you. I need to know your loyalties are with Naboo and not to
someone else's agenda. We have been friends through this, but I am Queen, and I will tolerate no more
secrets. Understand?

(Septime looks down in shame)

Septime: No more secrets. I am your humble servant. Always.

(They hug. Padme turns to exit)

Padme: All things considered. I'm glad you are fighting for us. Your skills will be invaluable. Thank
you for everything, Septime.

*********************************************************************************

Cut to- One of the many temple dorm lounges.

(Hadranus sits with Poggle, Kurwa and Aviva. They are playing a card game quietly, trying to pass the
time. However, they are feeling tired of being in the Temple, a place that does not want them.
Hadranus' thoughts are interrupted by Sabe, one of Amidala's handmaidens. She motions to him to
come to the door)

Sabe: My Lady is visiting here for a moment, but I cannot stay long.

Hadranus: Sabe? What's the matter?

Sabe: Hi. Ummm.....I heard about it all. I'm sorry the temple....
Hadranus: It's ok.

Sabe: We're going back to Naboo. I somehow suspect I will never see you again...

(They awkwardly look at each other. Hadranus knows the Queen is practically going to certain defeat)

Sabe: I wanted to thank you for helping us. Thank you for all you have done, especially when we were
being chased to Tatooine.

Hadranus: I only wish I could do more.

(Sabe starts to leave)

Sabe: With all respect, Master Yoda is wrong. The Jedi need all the help they can get. They should
have accepted you....

(She goes to rejoin the other handmaidens)

****************************************************************************************

Cut to- Another part of the temple

(Sabe quietly rejoins the handmaidens as Padme prepares to leave. R2D2 is also with the group. They
all stop when Anakin steps out in front of them)

Anakin: Your highness.

(Padme frowns. She knows the look on Anakin's face means he does not approve of her returning)

Padme: Things have become complicated, Master Skywalker.

Anakin: More complicated than us?

(Padme blushes. For the handmaidens, this is their cue to leave. They are very aware that Anakin and
Padme hang around together a little "too much", but their loyalty shows that they have been able to keep
this relationship a secret from the public. They scatter for the front door, leaving the two alone)

Padme: This is politics, Ani, and what we have cannot-

Anakin: Don't filter it and justify it. You can easily fight the Trade Federation HERE! This is where your
people need you! Join Palpatine to make it right. Don't leave me. You are everything.

Padme: I cannot stand by and let my people suffer alone.

Anakin: And what do you think will happen when you land on Naboo? HUH? You think you can walk
into Theed and the droids are going to bow down and go "Ooops, we sure screwed up THAT time!". You
actually think Nute's gonna just roll over???

(Padme gets angry, tears welling up in her eyes)

Padme: I will not SIT on this world, stuffing my face with bon bons like some cowardly despot. You
would have me wait for the Senate to argue back and forth for months?? Years??? By the time they
decide to act my world will be another Industrial husk churning out crap for the Trade Federation.
Another corporate asset valued by numbers rather than people!! Anakin....
Anakin: Don't do this! You're going down a path I cannot follow, and it's BREAKING MY HEART!!

(She gives him a big old kiss right in the middle of the temple)

Padme: I love you more than all the power and prestige, more than all the wealth in the galaxy.

Anakin: Then let's take that ship and fly far away from here. You and me. Right now!

(Padme slowly shakes her head)

Padme: If I leave them now, I will never forgive myself. If I rob you of the Destiny you must fufill, to save
the galaxy, well.....that's beyond unforgivable.

Anakin: I love you more than the galaxy, more than being a Jedi.

Padme: I'm leaving R2D2 in your care. In a way, maybe he'll take care of you too until Master Sifo-Dyas
returns. I will miss him. Sifo-Dyas was quick with a smile and brought us many happy moments. If it
weren't for him, I would never have met you.

(She leaves him to rejoin her handmaidens. Anakin just watches her, unable to speak)

Padme: Happily ever after is a myth. It always was. We were too caught up to realize it until now.
Goodbye.

(POV pans away from Anakin and R2. He realizes that becoming Chosen One in the eyes of the Council
has become a bitter two edged sword)




CUT TO- Int. Barriss' room.

(Barriss meditates on a circular cushion, trying to fight back the frustration and helplessness of being left
behind. POV pans closerto her as she suddenly begins to hear terrible sounds, a vision of the future.
She hears lightsabres clashing, and sees a terrible face, the face of the Sith who attacked her on
Tatooine. Suddenly, a hideous laugh and a man's scream snaps her out of it)

Barriss: (GASP!) Master Sifo-Dyas!

(She jumps to the door with her lightsabre. Action music starts up)



Int view- Conradin's room, that same night.

(The young Senator tosses for a moment on his bed. He has only slept a little, but his mind is too active.
He is still too depressed, thinking on what could have been. A communications signal chimes in. POV
follows as he goes to his desk. It is Barriss)

Barriss: I NEED YOUR HELP! The Sith Lord is here!!

Hadranus: Barriss? What the-
Barriss: I need you at the top floor of the abandoned Banking Clan factory! NOW!

Hadranus: Huh? The Sith Lord?

Barriss: HE'S HERE!!! ON CORUSCANT!!! HE'S ABOUT TO ATTACK MASTER SIFO-DYAS!

(Hadranus grabs his weapon and hurries out, though a bit confused)

Hadranus: You call Luminara, I'll get Dooku!



Cut to- Int. Abandoned building

(Action music gets intense as we cut to Master Sifo-Dyas entering the top floor of the abandoned building.
A shadowy man calls out to him)

Palpatine: Master Sifo-Dyas? Is it really you?

Sifo: I am here, my friend. I have great news!

Palpatine: Did you come alone? Does ANYONE know you are here?

Sifo: No. We can prepare to defeat the droid army! I have the solution!

(CU of Sifo-Dyas as a red sabre activates behind him. Darth Maul AND Jango Fett close in on him. He
freezes in shock as he stares at Palpatine)

Palpatine: I already know....



(Barriss speeds to the building in a hovercar, dodging traffic as she recklessly twists and turns around
corners. Master Luminara contacts her)

Luminara: Barriss! What are you doing?

Barriss: The Sith Lord is on Coruscant! I'm going to stop him!

Luminara: BARRISS! You cannot do this alone! You MUST wait for the rest of us! You cannot fight
the Sith Lord! BARRISS!!

(Barriss has no time to reply. She spots the building up ahead. She sees the blasts of lasers, Sith
lightning and lightsabres from the dark. She furls her brow as she senses Sifo-Dyas in terrible danger
and accelerates her speed. Directing her hovercar towards the sith lightning, she braces herself with a
grimace as she smashes into the window)

Barriss: AAAAAHHH!!!!!

(The hover crashes into a wall, but Barriss jumps in time, rolling and tumbling into the debris with sabre
activated. She spots Maul and Jango Fett over Sifo-Dyas' body)

Barriss: You will put down your weapons!!! You are under arrest, in the name of the Chancellor and the
Republic!!

(Jango, even under his helmit, balks at her audacity)
Jango: You have GOT to be kidding me! Go home, kid! Or we'll hurt you......hurt you bad!

(Maul stares murderously at her, growling like an animal. She stares back)

Barriss: You back away from him, or I'll have you spitting teeth......out of your sorry ass!

Voice: Enough of this! Maul! KILL HER!!

(Darth Maul jumps at her. Even with her fresh adrenalin giving her a lot of new energy in this battle, Maul
is hardly winded by his fight with Sifo-Dyas. They fight fast and furious. CU of Jango as he takes aim
with his blaster. He steadily follows Barriss and sueezes on the trigger...)

Hadranus: Psst....hey.

(Jango jumps and turns, but cannot react fast enough as Hadranus punches him in the helmit. The
punch is more for suprise this time rather than impact, but Jango can see that with Dooku, Luminara,
Qui-gon and Obi-wan right behind the young Jedi it would be a losing battle. Jango runs to a window
and launches into the night sky with his jet pack. Maul snarls and leaps away. Barriss follows swiftly,
chasing him all the way to the roof)

(CU of Dooku and the others gathering around Sifo-Dyas. They see that he is mortally wounded with
several nasty cuts and blast marks)

Dooku: NO! Sifo-Dyas! Hold on, we'll get help!

(Luminara and Qui-gon turn to follow Barriss)

Sifo: Forgive me, my friend....(cough)....I was snared into a trap.....

Dooku: No....HOLD ON!

Sifo: My friends, we have been betrayed...(cough)....it is the greatest scam in the gal-(cough) (cough).....

(From the shadows, a wicked hand sticks out of the darkness, aimed at Sifo-Dyas' body as he struggles
to talk)

Sifo: There is a chance to (cough) save Naboo with the new army, BUT WE MUST STOP P-

(The hand curls into a crunching gesture, a fist full of dark power that crushes Sifo-Dyas from inside. He
gasps in pain as Dooku holds him, feeling helpless)

Sifo: AAAAAAAGH!!!! THE DARK LORD.....IS-AAAAAAAAGGH!!!

(Sifo-Dyas shivers and dies. Dooku suddenly jumps up and looks around)

Dooku: I felt it!! The DARK LORD IS HERE!!!!


(Scene switches to Maul and Barriss on the windy roof. Maul turns to her and clashes again. They get
almost face to face as their blades press against each other. Maul gives a yell and throws her to the
ground. He is about to strike when Qui-gon and Luminara enter the roof to face him)

Qui-gon: That's enough! Surrender, or perish!

(Maul smiles, then performs several backflips to one ledge of the building. With the grace of an olympic
gymnast, he summersaults up and over the ledge, disappearing without a sound. Luminara gasps at the
stunt, then rushes to her padawan)

Luminara: Are you alright, Barriss?

Barriss: I think so.

Qui-gon: That was very foolish to go against him, and alone at that!

Barriss: I was meditating when I saw them attack Master Sifo-Dyas! I had to do something!

Qui-gon: Luminara and I-

(Qui-gon stops for a second, suddenly changing his tone)

Qui-gon: You did well, Barriss. And you did the right thing. Mostly....

(Obi-wan enters the roof)

Obi-wan: I'm afraid Master Sifo-Dyas....is dead. We felt a surge from the darkside. We've looked
everywhere, but could not find the Darklord.

Qui-gon: (looking at the ledge) He took a flying leap into oblivion, but I suspect we will see him again.
Very soon.

Luminara: Barriss, did you see ANYONE else besides the Sith warrior and the bounty hunter?

Barriss: No, but....

(Qui-gon looks at her intently)

Qui-gon: Yes?

Barriss: When I crashed into the building, I could see Sifo-Dyas' lightsabre fighting off three attackers.
One using a blaster, one a lightsabre, and one using dark lightning.

Qui-gon: A powerful weapon indeed. You were very lucky, Barriss.

(They go back down to the others. Dooku cradles the lifeless body of Sifo-Dyas. Anakin arrives in
another hover car and hastily jumps out with sabre drawn)

Anakin: Is everyone alright?? Where is my Master??

(Anakin stops cold in his tracks at the sight. Thunder rumbles in the distance. "Love's Divine" by Seal
plays quietly. As if waiting long enough for Anakin to reach him, Sifo-Dyas' body begins to glow a
peaceful blueish white. Dooku gasps a little as the body fades away to become one with the Force,
leaving only his robes and lightsabre. CU of Anakin. Everything goes in slow motion as it starts to rain
outside, a symbolic change as the Force feels their despair)

(A montage plays as "Love's Divine" continues)

(POV watches as they group return to the Temple, walking silently side by side down the large, empty hall
in slo-mo fashion. From left to right-Obi-wan, Qui-gon, Anakin, Dooku, Luminara, Barriss and Conradin.
Dooku carries Sifo-Dyas' clothes. He looks down with tired eyes. As POV watches them, Conradin
"disappears")
(Conradin enters the lounge and faces the other Padawans. They sit quietly, staring at each other or out
of the window. Poggle, Vlad, Aviva, Nyssa, Paleo-Logus, Kurwa, Septime, Assajj. None of them can
sleep after their rejection by the Council. He thinks of Baga, who died just as he was getting to know him
in training. Conradin wonders how many times he will see his friends like this again. Thinking about
how many friends will he lose in a lifetime like Dooku. Assajj senses his despair and stares at him. She
suddenly gets up to leave)

(POV cuts back to the group. POV watches them. Anakin "disappears")

(Anakin looks out a window into the night. A tear running down his face as he suddenly feels fear for the
one person left in his life. He pounds the window with his fist, frustrated by the rules that chain him
down)

(Padme sits with her head against a window, staring at the Jedi temple, partially regretting her decision to
return, also terrified for the one man who has brought her the only comfort in her restricted life)

(POV watches the group again. Obi-wan goes next)

(Obi-wan sees Assajj Ventress in the dark hall. She stares at him with contempt as they pass each
other, making it clear that she despises the Jedi order for their harsh system, for rejecting Dooku's
reforms, for insulting Master Dooku, who saved her when no one else could and has been the only father
figure in her tattered life. Obi-wan stares back with equal contempt for her disrespect of Jedi tradition,
the stability that Jedi have provided for a thousand years. She is not "equal" to him, and thus does not
deserve be in the Jedi order)

(POV goes back to the remaining group. Barriss leaves next)

(Barriss watches Anakin from a distance as he stares out of a window in the Hall. She enters her room
and sits, trying to meditate. She ponders what might have been if she had been faster. She starts to
feel guilt and anger at not saving Master Sifo-Dyas. Whereever he went, whatever secrets he had
learned, they were gone forever. She thinks about Schmi, Sifo-Dyas, Queen Amidala and the people of
Naboo. How many people die because she isn't good enough, isn't there "on time", etc. All the training,
and it's not good enough against the Sith)

(POV cuts to Sache, Nikael and Jar-Jar on Naboo as they hide from a droid patrol very close by in the
woods. The droids are executing several rebel prisoners in their search for the underground resistance.
Sache reaches out for Nikael's hand. He holds it tightly)

(POV cuts back to the group. Luminara and Qui-gon leave Dooku to finish his walk alone)

(Qui-gon and Luminara meditate together, just staring at each other for as long as possible. They
ponder how much time do they have left before tomorrow)

(POV cuts to Palpatines office. He sits at his desk as a news report breaks out from the Senate
videoscreen. The votes are in, and he has been elected to be the next Chancellor. Palpatine looks at
an old holovid picture of his appearance at Amidala's coronation, shaking hands with Sifo-Dyas. Oddly,
Palpatine is neither thrilled at his "successes" or sad over the choices he has made in these past few
days. It is the eve of his greatest victory, yet he has an enigmatic expression as he looks at the picture.
Primarily, it is another photo-op for his political career, but there is a look genuine respect for each other
in the picture. For just a split second, maybe less than a heartbeat, he wonders if, in fact, he isn't the
loneliest being in the galaxy. He shakes it off, gets up and exits, suddenly putting on a smile as he goes
to meet the press to give statements about his election)

(POV watches Dooku as he walks up stairs to the Council chambers. The Council, still in session, stop
and stare at him as he silently and mournfully brings the robes and sabre of his dearest friend. They
realize what has happened as he lays the garb down in front of Master Yoda. Yoda and Dooku look at
each other. It is more salt on the wound. Dooku furls his brow, trying to control his anger at the
injustices going on. Naboo is invaded and the Republic does nothing. The Chosen is here, yet the Jedi
do nothing. His friend dead, yet there will be no time for a funeral, no time to mourn properly. The Sith
have duped them all AGAIN and Dooku feels the resentment build up. He suddenly feels old, feels the
tiredness of age as he looks at Yoda. All his adventures, all his great deeds over eighty years as a Jedi
have come to this moment. The biggest sting he feels comes from the gamble he took with his students.
He gambled on their future and lost. He let them down, and now he prepares to finish the twilight of his
life facing a no-win war with the Trade Federation, a war ignored by the rest of the galaxy as a small
sideshow, ignored by a complacent Jedi Order. Yoda tries to speak, but Dooku turns around and leaves
the chamber, disappearing into the darkness of the hall, into the shadows of the night. Music fades with
the scene to black)




Cut to- Int. Hadranus' room

(Hadranus paces around the red droid, R5-D4, trying to work up some sleep. He's too tired to think, but
not enough to rest. He gets a signal from his communicator. Barriss is on the other line)

Barriss: Ambassador, I hope I haven't been rude.

Hadranus: No, not at all. I found R5-D4 by Master Sifo-Dyas' ship earlier, but his memory has been
wiped. I've been trying to find some clues from his programming, but it's been a dead-end.

Barriss: We need to talk. Fast.

Hadranus: Talk? About what?

Barriss: We can't just let the Queen go back without any help.

Hadranus: No, no, Barriss. There's nothing more we can do. We've been told to stay here on
Coruscant for our own good.

Barriss: And send Amidala back to certain doom? Along with Masters Jinn, and Dooku, not to mention
my own Master!?

Hadranus: Barriss, they are going back to draw out the Sith warrior! You remember what that fighter did
to all three of us! You remember that he almost killed you TWICE!!?? We are no match for the Sith.

Barriss: I'M NOT GOING TO LET THEM BEAT US! Not after what they did.

Hadranus: Well, do you have a plan? Because I'm all out of inspiration right now!

Barriss: There are other options. The Queen's going back outnumbered and outgunned. We could
even the odds.

Hadranus: How?

Barriss: I can round up some Jedi-

Hadranus: BARRISS! Are you crazy?! The Council would never allow it! You're in trouble now! You
pull this stunt and you'll be lucky if they only bust you down to shit shoveler on one of their farm units out
in the frackin boondocks!

Barriss: Shut up a minute! Let ME worry about that. I can get some Jedi but not a lot. You, on the
other hand, could rally your friends. The Geonosians have a good space militia-

Hadranus: It would take some time.

Barriss: Then you better get your butt out of bed and MOVE! Talk to Archduke Poggle, and get their
navy to help us! We'll meet in the temple hangar bay

(He thinks for a moment, suddenly excited by the possibility)

Hadranus: I can't make any promises, but I will get on it now!

(He turns of the communication screen and runs out the door)




We cut to:

ext. view of the launch pad in the middle of the busy Coruscant sky, early morning.

(The Queen exits her shuttlebus to walk to her ship with her handmaidens. Qui-gon, Obi-wan, Luminara
and Dooku are there with Captain Panaka)

Qui-gon: Your Majesty, it pleases us to serve you once again.

Padme: We are delighted. This is still much to be done.

Qui-gon: Panaka and I have discussed the situation. We are outnumbered. I am not sure what you
hope to accomplish by this.

Padme: I will take back what's ours.

Panaka: At best, we can muster a few resistance groups, but there are too few of us, your Highness. We
have no army.

Qui-gon: And I can only protect you, I can't fight a war for you.

Padme: Then we will do only the best we can. My fate will be no different from that of my people.

(Dooku and Luminara look to each other as the Queen says this. C3PO barges towards Dooku)

C3PO: Master Dooku, Thank goodness I've found you! You almost left without me.

Dooku: C3PO....my old confidante. You are staying here.

C3PO: What? But why? My purpose is to serve you.

Dooku: You serve a greater purpose now. I give you this one final command.

C3PO: Sir??

Dooku: You are to be Anakin's servant from now on. Go to him, serve him as well as you have served
me.

C3PO: Oh dear. What's happened?? Have I failed you??
Dooku: I go to certain death. I go back to Naboo to face the Federation Army and the Sith.

C3PO: Oh horror of horrors.

Dooku: I've left instructions with the shuttlebus to take you back. Farewell, old friend.

(Dooku rejoins the others. C3PO watches in shock, unable to calculate what his life will become)




Cut to- Naboo Space

(The Queen's ship drops out of hyperspace close to the planet. Obi-wan monitor's the scanners on the
bridge while the others wait)

Pilot: I have one battleship on my scope.

Obi-wan: It's a droid control ship.

Pilot: Where's the rest of their fleet?

Obi-wan: Standard procedure, I would suspect. They have superiority over Naboo. The rest of the fleet
has been relieved.

Pilot: They've probably spotted us.

(Obi-wan looks out at the planet as they enter the atmosphere)

Obi-wan: We haven't much time.

(CU of the ship as it flies at a low altitude over a vast Naboo forrest. Obi-wan joins the others as they
communicate with Sache)

Padme: Sache, report.

Sache: I do have some good news. Jar-Jar Binks has assisted us in getting an audience with the
gungan warlords. Boss Nass has agreed to give us military help.

Padme: Then, there IS hope.

Sache: I, uhh...had to pretend to be you to make this agreement, and I had to beg on my knees as Queen
of the Naboo. It seemed to amuse Nass enough that he would help us.

Padme: Understood. We will keep up that charade for now. Thank you.


*************************************************************************************

Cut to- The Jedi Temple hangar, filled with shiny Jedi fighters and armed shuttles.

(Barriss leads Anakin, R2-D2 and a group of young Jedi, meeting up with Conradin and his friends. One
of the Jedi, Rukus, stops and stares at the other group)

Rukus: Oh man! We're in enough trouble as it is, do we have to work with the illegal padawans???
Assajj: Perhaps I should shove your lightsabre up your-

Hadranus: Stop it! We need each other right now!

Barriss: We need to help Master Qui-gon and the others to capture the Viceroy. Together, we can end
this invasion. And just maybe give you guys a second chance at impressing the Council. We have
nothing to lose.

(She is interrupted by Quinlan Vos as he steps out of the shadows. He is followed by his padawan,
Aayla Secura)

Quinlan: You have nothing to lose except you membership with the Jedi order!

Barriss: Quinlan!

Quinlan: Well, Bariss, I must say that, for a girl, you've got a hefty pair!

Barriss: We could sure use the extra help.

Quinlan: Sure, why don't I go ask the Council for "permission"??

(He looks at all of them carefully. Aayla steps forward)

Aayla: What you are about to do......well, it'll get you some serious punishment. Most of you will get
expelled. Barriss, think about what you're doing. For all of us to be here....

Barriss: I will bear sole responsibility.

Aayla: After all you've accomplished......You life here will be over.

Barriss: If good people do nothing, it is evil enough. My mind is crystal clear. If it costs me
everything......I can live with that.

(They all look at Quinlan. He nods at her, and suddenly smirks)

Quinlan: Hmp. Perilous journey to certain death, with zero percent chance of success. What are we
waiting for?

(Everyone nods in agreement and scramble to their ships. Anakin and several older teen Jedi take the
fightercraft like a rowdy bunch of space pirates. R2 loads himself into Anakin's fighter)

Anakin: Rogue squadron, follow my lead!

(Conradin and Poggle scamper towards a shuttle)

Hadranus: We'll need to grab as many warriors as we can.

Poggle: *I have contacted my homeworld. My Father does not approve of this, but he also knows the
dangers posed by the Trade Federation. It may be too little too late*

Hadranus: Come, little brother. Geonosis is a hop skip and a jump away from Naboo. We CAN make it!

(Poggle stops for a second. Hadranus looks at him impatiently)

Poggle: *You know, I really thought I was going to make difference in the galaxy. I thought I was the
Ch-*
Hadranus: HEY! Don't go second guessing yourself. Not now. At this point, I really don't give a damn
who it is. Come on.

(Poggle nods and picks up the pace)



*************************************************************************************


Cut to- Int. The palace on Naboo, hours later.

(Nute Gunray sits on the throne. San Hill, Darth Maul, Grievous Rune Haako are by his side as they
report to Darth Sidious' blue image)

Nute: We've sent out patrols. We already located their starship in the swamp. It won't be long, my lord.

(CU of Sidious)

Sidious: This is an unexpected move for her. It's too agressive. Lord Maul, be mindful. Let THEM
make the first move.

Maul: Yes, my Master.

(Grievous walks away to prepare the army for battle)

(CU as he stops and turns around)

Grievous: You again? Are you real? Or a madness that plagues me?

Tyranus: Think of me as an angel who watches over you.

Grievous: I need no angels!

Tyranus: You will need me today, for this battle will end in defeat!

Grievous: Ha! Now I KNOW you are a figment. A very good figment.

(Grievous walks away, ignoring him)

Tyranus: My promise still stands. I will rescue you in your darkest hour. I have forseen it!




Fade to- The Gungan/Naboo camp

(Obi-wan watches as a gungan guard scans the forests from on top of an old statue)

Guard: Theys a-coming!

Obi-wan: Understood.

(Obi-wan rushes to the others. Padme, Qui-gon, Boss Nass and Dooku wait as the remaining Naboo
rebels and Gungan Warlords arrive for the final plans to attack the Trade Federation. Jar-Jar leads the
group to them. Boss Nass pats him on the back with a big smile)

Nass: Jar-Jar Binks! Yousa doin grand!

(Jar-Jar blushes)

Nass: Jar-Jar bringin da oomies and gungans together!

Jar-Jar: (blushes) No, no.

Nass: So, weesa make you BOMBAD GENERAL!

Jar-Jar: General!!???

(Jar-Jar faints. Boss Nass chuckles as the group gathers around Captain Panaka, Padme, and Qui-gon)

Padme: What is the situation?

Panaka: Almost everyone is in camps. We have officers here who command a few hundred police and
guard units. They've formed an underground resistance. Our operatives inform us that the Federation
army's much larger than we thought, and much stronger.

(CU of Panaka)

Panaka: Your Highness, this is a battle I do not think we can win.

Padme: The battle is a diversion. The gungans must draw the droid army away from the cities. R2....

(R2D2 brings up a map of the palace)

Padme: We can enter the city using secret passages on the waterfall side. Once we get to the main
entrance, Captain Panaka will create a diversion. Then, we can enter the palace and capture the
Viceroy. Without the Viceroy, they will be lost and confused. What do you think, Master Jedi?

Qui-gon: The Viceroy will be well guarded.

Panaka: The difficulty is getting into the throne room. Once we're inside, we shouldn't have a problem.

Qui-gon: There is a possibility with this diversion many gungans will be killed.

Nass: Weesa ready to do our part!

Luminara: Dooku and I will assist the Gungans on the field. We will hold off the droid advance as long as
possible.

Padme: We have a plan which should immobilize the droid army. We will send what pilots we have to
knock out the control ship orbiting the planet.

Dooku: A well conceived plan. However, there is great risk. The weapons on your fighters may not
penetrate the shields.

Luminara: There is even a greater danger. If the Viceroy escapes, he will return with a larger droid army.

Padme: That is why we must not fail to get the Viceroy. Everything depends on it.
Cut to- Int. The palace. It is the eve of battle

(Sidious talks again in a blue image with Nute, Darth Maul and Grievous)

Sidious: She's more foolish than I thought.

Nute: We are sending troops to engage this new army assembling in the swamp. The gungan are
nothing but a bunch of primitives.

Sidious: (smiling) This will work to our advantage.

Nute: I have your approval to proceed then, my Lord?

Sidious: Wipe them out! All of them.



Cut to- Ext The swamp

(POV pans through the early morning fog. Gungans riding their mounts exit the swamp as trumpets give
off a low hum to signal their advance. POV pans to a massive gungan army on the move towards Theed
City. Captain Tarpals leads with Jar-Jar next to him, followed by Dooku and Luminara. Tarpals raises
his hand)

Tarpals: Halt!

(The army slows to a stop in the middle of a grassy field)

Tarpal: Starty up da shield!

(Several soldier on large animals activate a massive energy shield, surrounding the army. POV pans to
a nearby hill. Dozens of droid hovertanks hum their way over the hill. Droid VGR-001 rides on top of
the lead tank, overlooking the battlefield. He signals the tanks to stop as he looks through his souped up
binoculars. He gives a signal)

VGR: Open fire!

(The tanks start blasting away, but they do not penetrate the gungan shield)

Luminara: So far, so good. We can hold them off all day with that shield.


Cut to- Ext. The streets of Theed city

(Padme leads Qui-gon and Obi-wan with the rebels through a deserted alley. She peeks around a
corner, overlooking the plaza in front of the palace. The plaza has several tanks and dozens of reserve
troops standing guard. She flashes a signal to Panaka, who is hidden on the other side. Panaka
signals back)

Obi-wan: This is it!

(Panaka's men reveal themselves and openfire, blowing up a tank and sending droids scattering for
cover)

Droid: We're under attack!
(Padme leads her group to a set of doors on the side of the palace)


(Nute Gunray watches from inside as the fighting erupts)

Nute: I thought the battle was to take place far from here! This is too close.

(Padme and Qui-gon lead the attack into the hangar bay. There are only a few droids to deal with here.
Qui-gon and Obi-wan help deflect their blasts)

Padme: Pilots, get to your ships!

(Several dozen pilots scramble into the fighters while the shooting goes on around them. In moments,
they are launched)

Cut to- space above the planet

(The fightercraft make their way towards the control ship. The droid ship sends out vulture fighters to
dogfight)


Bravo leader: Fighters, straight ahead!

Pilot #2: Roger, Bravo leader!

Pilot #3: Roger, Bravo leader!



(Meanwhile, back on the battlefield below, VGR is joined by Grievous as they observe their futile
bombardment on the gungan shield)

VGR: Cease Fire!

(The tanks go silent)

Grievous: Activate the troops!

(The troop transports move up. The gungans wait nervously)

Jar-Jar: Steady. Steady.

(The troop transports start to unload their soldiers. Getting a signal from the control ship activates the
soldiers as they stand in formation)

Tarpals: Crunch time!

(Dooku and Luminara dismount their rides, lighting up their sabres. They watch grimly as hundreds of
droids line up in endless formations turn to face them)

Dooku: (sigh) Naboo. It all ends here on Naboo.

Luminara: Such a beautiful day, too.

Dooku: And when the dust clears, the galaxy will keep spinning and fighting without us. Does it even
matter who wins?

Luminara: We will make a difference today, Master Dooku.

(He looks at her for a second, feeling encouragement. The droids begin to march en masse towards the
shield. The gungans prepare their personal shields and catapaults as the droids break past the shield
barrier)

Tarpals: Open fire!

(The two armies engage in vicious fighting. It is a formidable Gungan energy defense against
unstoppable droid numbers)


Cut to- Int. The palace

(Padme gathers up her force)

Padme: My guess is the Viceroy is in the throne room.

Panaka: Red group, blue group! Everybody this way!

(They move towards a heavy metal door to enter the main palace. The door opens suddenly, revealing
Darth Maul. "Duel of the Fates" plays as he stares them down. Qui-gon and Obi-wan move forward)

Qui-gon: We'll handle this!

Padme: We'll take the long way.

(The rebels back away. CU of Maul as he pulls back his hood, takes a stand and holds out his sabre,
activating both ends. Obi-wan and Qui-gon remove their heavy robes. As Padme's group moves to
anther door, three large droidekas roll up to engage in combat)

Panaka: Everybody, take cover!

(Septime stays close to Padme. The rebels fire at the droids, but with the activated droideka shields, the
battle is at a standstill, and they are losing time)

(CU of Obi-wan as he leaps over Maul. Maul fights the Jedi from both sides through the hangar)

(Septime waves her hand at several barrels of fuel, tossing them at the droids)

Septime: Fire on the barrels!

(Panaka's men open fire, igniting the fuel and obliterating the droids. Padme smiles at Septime)

Padme: Nice work. LET'S GO!!

(The rebels exit through the door and into the palace. Handmaiden Sabe splits her group off from
Padme's)

Sabe: We'll meet you at the top!

Padme: Good luck.

(Maul trips up Qui-gon and flips away before Obi-wan can retaliate. The Sith warrior backs up into a
huge blast door. He waves his hand, sending some droid limbs into the door panel, opening it. He
backs into a large energy power station that goes deep into the palace. Maul kicks away Obi-wan, but
Qui-gon leaps at him, pushing him further into the power station. Maul backs up to a ledge and sneers at
them. CU of Qui-gon and Obi-wan. Obi-wan fakes out Maul, Qui-gon strikes, but Maul is quick to jump
away. The Jedi jump after him. CU of Maul as he deflects both of their sabres)


Cut to- The rebels in the palace

(Padme leads her team down the hall. Droid guards pin them down as they take cover behind the huge
pillars lining the halls. Padme blasts away three droids, but notices more coming to fill the gaps)

Padme: We don't have time for this, Captain!

(She looks at Panaka desperately, but keeps on firing)



Cut to- Orbit of Naboo, near the space battle.

(Anakin, Barriss and Conradin leap out of hyperspace to reach the planet. Anakin leads a fighter
squadron of Jedi, Barriss directs several transports with Jedi and Conradin leads a force of Geonosian
ships with young Poggle)

Anakin: THERE THEY ARE!

Hadranus: We're in luck! There's only one Federation battleship!

Barriss: Then there might still be time. Anakin, take your squadron to engage the Command ship! The
rest of us will assist on the ground.

Anakin: May the Frakkin Force be with us! WOOHOO!!!

Hadranus: Let's do this!

(Their forces split up)


Cut back to- The gungan battle

(Droidekas roll up to the gungans and open fire as Tarpals leads a mounted charge. Several riders get
blasted, but the gungan lancers mow down the droids with unshakable momentum. Jar-Jar remains by
the catapault section in a slight panic, until he sees the reinforcements coming out of the sky)

Jar-Jar: Lookey lookey!! Weesa gettin help!

(The shuttles land, unleashing a swarm of Geonosian warriors. Dozens of Jedi line up to face the droids)

Hadranus: Let's GO!!

(They charge into the droids, smashing into the ranks with blazing lightsabres cutting through metal like
butter)

(CU of Barriss as she gets ready to join in the fight. She stops and looks back at the shuttle. She
seems to be getting another vision)
Barriss: NNNGGH!!! No.....No more visions!! I DON'T WANT THEM!!!!

(But she starts to see a range of possible futures playing out in a matter of seconds, one in particular that
makes her blood run cold. She looks out at the battlefield carnage one last time, then goes back to the
shuttle and takes off)



Cut to- The space battle

(Naboo fighters swarm around the battleship, firing off shots but not being effective)

Bravo leader: The deflector shield is too strong!

(explosions rip around the naboo, blasting a few of them into dust. Anakin's squad passes through the
vultures and the gunfire)

Anakin: This is intense!

(He watches as two dozen vultures whip past his cockpit)

Anakin: R2, let's get dangerous and turn left!

R2: BEEP-whistle!

(Anakin breaks off from the squad to blast a couple of vulture fighters. R2 beeps a few more times)

Anakin: Yep, I see them, R2.

(Three vultures are on his tail)

Anakin: I'll try spinning. That's a good trick! WHOOOOOAAAAA!!!!

(He spins, sending the droid pursuers into confusion)

R2: Blat-bweep!

Anakin: I KNOW we're in trouble! Just hang on.

(He flies erratically past more vultures)


Cut to- The Palace battle

(Amidala's group inches closer to the stairs that would take her to the throne room, but it is still too slow.
Panaka looks over at a set of windows and blasts them with his gun. He motions to Padme)

Panaka: Come on!

(The guards give her cover fire as she and several others rush over to the windows. Padme turns to her
handmaiden, Rabe)

Padme: Take charge here, see if you can get up the stairs!

Rabe: Yes, My Lady!
(Padme, Panaka and several soldiers get on the ledge outside the window, aim there guns up to the top
floor and and fire off a rapelling device. The cord lifts them to the top floor. Padme blasts the windows,
shattering glass all over thehallway. She leads Panaka and the others down the hall


Cut to-The Jedi duel

(Maul continues to fight between Qui-gon and Obi-wan on unprotected catwalks past the large power
reactors. After deflecting a few blows, he kicks Obi-wan ff the catwalk)

(CU of Obi-wan as he lands with a thud on his back several stories below, a fall that should have killed
him)

(CU of Qui-gon as he smacks Maul over the edge . Maul lands on a different catwalk. Qui-gon leaps
down to continue the fight)

(Obi-wan recovers from his fall and gauges the distance needed to leap up to rejoin the fight. He leaps
as the duel moves further from him, but Obi-wan jumps on the catwalk and starts running towards them)

(Maul and Qui-gon fight down a corridor until they get seperated by red energy walls. Maul and Qui-gon
stare at each other for a moment, realizing it will be a few minutes before they can continue. Qui-gon
clears his mind and sits to meditate. Maul chafes at the seperation and paces like a hungry animal)


Cut to- The Gungan battle

(Despite the reinforcements, the droids push foward by the hundreds. They blast one of the mobile
animal "shield generators". In a ball of fire, the generator is destroyed, disconnecting the gungan shield
everywhere. Conradin fights next to Tarpals as chaos erupts around them)

Hadranus: The shield IS DOWN!!

Tarpals: Ooooh DOOGIE!! Thisa gonna be a real fuckaroo!

(As the shield disappears, Tarpals whistles out, calling for a retreat. The gungan army begins their
"redeployment" tactic)

(CU of Grievous at his tank. He salivates with glee as he watches the shield evaporate)

Grievous: ALL TANKS, FIRE AT WILL!!!! CHARGE!!!

(Droid tanks barrel down on the jedi, Geonosians and the gungans)

(Hadranus finds himself alone on his part of the field as the gungans break into a full retreat, but he keeps
on swinging at each droid opponent confronting him)

(Assajj Ventress furious fights on top of a pile of dead droids, she shouts out numbers after each droid
she strikes, keeping track of each kill)

(Poggle flies with his warriors, picking off droids on the ground, though he realizes they are completely
outnumbered)

(Quinlan Vos fights next to Aayla Secura, but they are getting surrounded)

(Nyssa and Kurwa regroup to tackle a droid tank. He slices off the cannon barrel, then she zaps the
whole tank in red lightning)
(Poggle lands on a droid tank barreling towards Hadranus. Poggle opens the hatch and tosses in a
thermal grenade.

Hadranus: LOOK OUT, POGGLE!!

(The tank shakes from the inner explosions and crashes into the ground, stopping several feet from
Hadranus, who looks up at his friend on top of the tank)

Poggle: *I got one!! I GOT ONE!!*

Hadranus: Nice work, little brother!

(Poggle beams at him, not seeing a streaming missle twist and turn towards him from behind. Conradin
Hadranus frowns and points, but the missle is too fast. Poggle and the tank are obliterated in a bright
blue light, and Hadranus is thrown back by the blast onto the scarred battlefield. He looks up at where
the tank was, but is still too rattled to make sense of what just happened)




Cut to- The palace battle

(Padme's group runs down the hall. Droids pop up around them in an ambush. The Naboo aim their
guns, but realize it is hopeless. Padme orders her men to surrender)

Padme: Put down your weapons. They win this round.




Cut to- The space battle

(Anakin gets caught in a crossfire as two groups of fighters pass around him. A stray blast scars R2 and
part of the engine)

R2: WooOOOOOOooooW!!!

Anakin: We're hit, R2!!!    WhooOOOOoooaaa!!

(His fighter spins out of control towards the droidship hangar bay. He enters spinning, passing several
parked ships, passing bewildered droid guards)

R2: Doop-deep-whistle!

Anakin: I'm TRYING to land, R2! I'm trying!

(The fighter lands and scrapes the floor until it comes to a full stop deep within the droid ship. Anikin
looks over his controls)

Anakin: Everything's overheated!

(Droid guards close in on him from all directions. He looks around and frowns)

Anakin: Holy Sh-
R2: -BerEEEP Bawow!



Cut to- The Jedi duel

(Maul continues to pace, while Qui-gon meditates, seperated by a temporary energy wall. Obi-wan waits
anxiously in the BG, waiting for the energy walls to turn off in their continual cycle)

(CU of Obi-wan as he lights up his sabre. He senses the walls will change in a few moments)

(The energy walls open up, Qui-gon jumps up with a suprising amount of energy to strike at Maul. Maul
backs into the room behind him, but holds his own. Obi-wan tears down the hall to catch up with them)

(Qui-gon pushes Maul around a huge well in the middle of the room. CU of Obi-wan as the energy walls
activate in front of him, cutting him off just as he is about to enter the room. He gasps as he comes to a
full stop, watching the fight nervously)

(The duel goes back and forth, from Obi-wan's anxious spectating to Maul and Qui-gon. Qui-gon is
showing signs of fatigue, trying to keep up with the agile Sith warrior, who pokes and prods for a weak
spot. Obi-wan grits his teeth, the energy wall creating an eternity of waiting. Until it happens....)

(Maul smacks Qui-gon in the face, dazing him long enough for Maul to brutally impale him through the
chest)

(CU of Obi-wan as he screams in outrage at the Sith. His scream echoes through the chamber, through
the well. His despair can almost be felt throughout the palace)

(Qui-gon collapses to the floor. Obi-wan now works hard to control his anger and looks at Maul with
renewed determination. Maul just stares at him)




Cut to- The gungan battle

(Despite the reinforcements, the gungans are pasted from the field. The geonosians, having witnessed
their own "supreme being" of prophecy killed in a missle attack, have fled, having no ability to take
initiative for themselves. The Jedi are surrounded, worn out, and rounded up with Tarpals, Jar-Jar and
dozens of gungan prisoners as droids secure the field)

(CU of Commander Grievous as he inspects the prisoners with Droid commander VGR-001. All of the
Jedi have their hands tied. Grievous stops next to Dooku and smiles evilly)

Grievous: I remember you.....OLD MAN. I had to have my shuttle fixed, but I'll let you see it one last
time!

(He walks by an exhausted Luminara. He looks at all the Jedi)

Grievous: I'm gonna have a very nice collection of lightsabres after today!

Luminara: Strike us down, and you will have the Jedi to answer to!

Grievous: If the Jedi council actually CARED about you, they would have sent more than old men, women
and children to do the job! VGR, I want them all lined up.....for execution!
(Grievous stops by Hadranus and grabs him by the hair)

Grievous: Don't think I had forgotten about you! I remember *you*!

(Grievous punches Hadranus in the face, then walks over to his newly repaired solar shuttle that has just
landed. He admires it for a moment, then goes to a droid tank poised to blast the prisoners)

Vlad: (muttering) We have failed. Looks like the droid ship wasn't destroyed....

(Aayla Secura hears him)

Aayla: (whispering) Do not give up hope. Anakin is the best pilot in the Jedi temple. If ANYONE can
destroy it, he can. We have to give him more time!!




Cut to-The palace.

(Droid guards escort Padme's group to the Throne room, where Nute Gunray, Rune Haako and San Hill
gloat over their victory. Padme frowns as he faces her)

Nute: Your little insurrection is at an end, your highness! Time for you to sign this treaty and end this
pointless debate in the Senate!

(A young woman's voice distracts them from the front door of the room. It is Sabe with her rebel group,
but she is dressed like the Queen, in full makep)

Sabe: Viceroy! Your occupation here has ended!

(Sabe blasts two droids, then runs down the hall. Nute points to the door)

Nute: After her! THIS one's a decoy!

(Almost all the droids exit after Sabe. Padme jumps to her throne and pushes a button. A secret
compartment on the throne opens up. Padme grabs two pistols from it)

Padme: Captain!

(She tosses a pistol to Panaka. Start to blast the remaining guards surrounding the Viceroy. Gunray
and the others are taken by suprise. The rebels grab guns off the droid bodies)

Panaka: Seal the doors!

(The guards rush to the doors and seal off the throne room. The tables have turned on Gunray)

Padme: Now, Viceroy, we will discuss a new treaty!


Cut to- The Jedi Duel

(Obi-wan moves anxiously, waiting for the chance to finish the fight. Maul stares at him, almost yawning
at the thought of fighting a mere padawan. Obi-wan lights up. The energy wall switches off, and the two
clash once more. Obi-wan puts his entire soul into the fight. His fury breaks Maul's double bladed
sabre, but Maul keeps up the pressure and pushes back with his remaining red blade. Maul kicks him,
but Obi-wan's youthful energy is unfazed. After quite a struggle back and forth, Maul gets the advantage
as he Force-pushes Obi-wan over the edge of the well. Obi-wan clings for life. Maul walks over
casually and kicks Obi-wan's lightsabre over the edge)



Cut to- Int. Droid Control ship

(Anakin and R2 fiddle with the controls as the droids close in on him. Red lights start turning green)

R2: Whistle!

Anakin: YES! We have power! Shields up.

(The shields go up around his fighter. The droids start firing on him)

Anakin: Take this!

(Anakin opens fire with lasers, blasting the droids as his ship turns to escape)

Anakin: AND THIS!

(He launches missles past the droids, down to a generator that bursts into flames as the missles explode,
causing a chain reaction)

Anakin: Oops. Did I do THAT?

(On the bridge, the trade Fed officers notice the energy readings)

Officer #1: We're losing power! There seems to be an energy spike in the main reactor!

Officer #2: Impossible! Nothing can get through our shield!


(Back to Anakin as he hits the accelerator to make like a batout of hell)

Anakin: BALLS TO THE WALL, R2!!!

(He takes off as explosions rupture all around the ship)

(POV pans around the battleship as it starts desintegrating. The Naboo pilots notice)

Pilot #1: What's that? It's blowing up from the inside!

(More explosions ruprure across the surface of the droid control ship)

Pilot #2: We didn't hit it!

Pilot: Look! One of ours out of the main hull!

(Anakin flies out of the ship as firey blasts engulf the hangar bay behind him)

Anakin: Woohoo!!
(POV follows the naboo fighters and Jedi as they fly away cheering)

(CU of the bridge crew as the explosions rupture into the bridge)

(POV switches to outside the battleship. It is obliterated, smashed to pieces and floating debris)



Cut to- The gungan battlefield.

(A grinning, humming Grievous climbs into his tank and starts aiming the massive gun barrel at various
Jedi)

Grievous: What a sorry cast of characters you all are. Who should I vaporize first......Maybe you?

(He turns the turret towards Quinlan Vos)

Grievous: Nah.....Maybe you!?

(He turns to Luminara)

Grievous: I'd like to blow up the Ambassador.....

(He turns to Hadranus)

Grievous: I'll save you for last!

Luminara: DAMN YOU! They are children!! You seemed to have forgotten the rules of war and the
laws of the Republic!!

Grievous: And YOU seemed to have forgotten that I am the one WITH THE FUCKING TANK!!!! I
CHOOSE YOU!!!

(He turns to Aviva, one of Dooku's students. She goes wide-eyed and pale)

Dooku: NOOO!!!

Vlad: STOOOOP!!!

Grievous: My gift to you, bitch!

(Aviva screams, but at that moment, the droid signal ends. All the droid guards stop and drop,
deactivating all across the field)

Jar-Jar: What isa dey doing?

Tarpals: The control ship has been destroyed!! LOOK!

(He pushes over a motionless droid guard)

Jar-Jar: Dey all broken!!

(The prisoners start cheering as they push down the droids)

(CU of Grievous as his tank shuts down)
Grievous: VGR?? VGR!!??

(There is no response from any of the droids, but he jumps to his shuttle realizing the shit is about to hit
the fan. The Jedi take a few extra seconds to realize what has happened. Once they see that the
droids are finished, they turn to Grievous and start untying themselves)

Dooku: Stop him! STOP HIM!!

Quinlan: I'm on it!!

(Quinlan is the first to free himself from his bonds. He runs up to the shuttle, but Grievous is too fast.
The shuttle takes off, leaving Quinlan to shout in frustration)

(CU of Vlad as he rushes over and unties Aviva. She is still shellshocked by the moment as he holds her
tightly. Her hands run up and down his face, caressing him. She does not look in his direction, but is
transfixed by the cannon aimed at her)

Aviva: I had to make sure it was you.....

Vlad: I know...


(Hadranus runs up to them)

Hadranus: Are you ok??

Vlad: Yeah, but Grievous is getting away!

Hadranus: Oh no HE ISN'T!!

(With a burst of energy, Hadranus leaps up onto the tank)

Hadranus: Nyssa! I need some juice to wake this tank up!

Nyssa: You got it!

(She zaps it with enough Force electricty to turn its batteries on. Paleo-Logus gets the tank to start
hovering. The others quickly join in with their Jedi powers. Kurwa uses the Force to swivel the turret
and Vlad aims the cannon at Grievous' ship. Assajj Ventress powers up the ammunition with ease)

(CU of Grievous as he desperately flies upward. His eyes get wide as redlights start flashing around)

(CU of Conradin Hadranus as he squeezes his hand, Force-triggering the cannon to fire. Everyone
watches in awe as the shot heads straight for Grievous)

Grievous: GORRAM JEDI!!!!!!!!!!

Hadranus: HOW DOES THAT TASTE, MOTHERF-

(The shuttle explodes, leaving a trail of smoke as it nosedives into a swamp some distance away, The
crash becomes a shattering ball of fire as the shuttle hits the ground. Everyone cheers, celebrating an
unbelievable victory over the droid army)


(CU of the shuttle wreckage. Fires burn around twisted metal. A shadowy figure comes near the crash
Tyranus: I am here, Grievous. I am ready to save you, in exchange for your complete and total loyalty!!




Cut to-The Jedi duel

(Darth Maul lords over Obi-wan, taunting him as he clings to the well. Obi-wan senses Qui-gon's
lightsabre, desperately trying to gather up his strength. Maul sneers at him. CU of Maul. Another
figure steps into view at a distance behind him)

Barriss: Maul.....Your name is Darth Maul!

(He turns, suprised to see her. He shakes his head, then waves her forward to do battle)

(She leaps at him, he leaps at her. He pushes her back and around. He starts pushing her towards the
edge of the well)

Maul: You are too late again, little one. I killed your great Jedi Master!

(Obi-wan senses the opportunity and leaps up, pulling Qui-gon's sabre)

Barriss: No, you didn't!

(Maul cannot break away from her in time as Obi-wan lands behind him. Barriss and Obi-an swing at the
same time, cutting Maul through the waist from two directions. He looks at her in the eyes with blazing
hate. She just views him with pity as she pushes him into the well. He falls, breaking into two pieces.
Obi-wan and Barriss watch him fall for a few seconds, but snap out of it and run to Qui-gon. Obi-wan
cradles his head)

Qui-gon: It's....too late....it

Obi-wan: No!

(Qui-gon looks at Barriss and almost smiles)

Barriss: Master Qui-gon!

Qui-gon: Obi-wan, you must promise me you will help train Anakin.

Obi-wan: Yes, Master.

Qui-gon: He...will bring balance.....Barriss....

(He caresses her face paternally)

Barriss: Master?

(tears fall down her face, almost inexplicably she feels as if a part of her has died)

Qui-gon: You truly are your....Mother's daughter....I am so sorry...

(He puts his hand down and dies. Obi-wan and Barriss hold him until he turns blueish white and
disappears. POV pans away as Qui-gon finally becomes one with the Force. Fade to black)
Cut to-Theed City, One day later

(It is almost noon. The victorious Jedi, Naboo and Geonosian forces converge at Theed with troops and
delegates to secure the planet. Nute, Rune and San are brought before Queen Amidala and her
entourage as they await the Frigate to transport them away. Obi-wan, Anakin, Dooku, Conradin, Panaka
and the Handmaidens flank both sides behind Padme)

Padme: And now, Viceroy, you will explain yourself before the Senate.

Panaka: Looks like you can kiss your Trade Franchise goodbye.

(None of the captured trio give them the satisfaction of a response. Nute looks strangely indifferent as
he is shuffled away. Palpatine strides towards them, having been newly elected as Chancellor of the
Republic)

Padme: Congratulations on your election, Chancellor.

Palpatine: It was your boldness that saved our people, your Highness. It is you who should be
congratulated. Together, we shall help restore peace within the Republic.

(The Chancellor turns to Obi-wan and Anakin)

Palpatine: You have the thanks of our people for your bravery, Jedi Kenobi. And you, Anakin. We shall
be watching your progress with great interest......

(He gives them all a sort of practiced grin)




(POV pans towards the palace. It is now late afternoon as the sun sets on Theed. Yoda's gruff voice is
heard. We cut to-Int. of the Palace as Obi-wan, Luminara, and Dooku are lined up in front of Yoda, who
walks back and forth)

Yoda: Agree with you all, the council does, that your swift actions saved Naboo. Agree with you that
Chosen one, on this planet there may be......But agree, we DO NOT, that these reckless youths will
continue their training. Headstrong, Anakin is. Blurred, his judgement is. Headstrong, Barriss Offee is
as well! Conradin....HA! Training, he should not have had IN FIRST PLACE! Reckless, you have
been with this-

Dooku: Our initiative saved these people, you said it yourself!

Luminara: I take sole responsibility for Barriss' actions in bringing the Jedi here and breaking the code.
Barriss is innocent of our.....initiative.
Obi-wan: I made a promise to continue Anakin's training. I WILL train him as my Padawan learner.

Yoda: *SIGH*......

Dooku: Conradin is a fast learner, and has followed the Jedi ways as closely as a non-Jedi ever could.
He is an asset, Master Yoda.

Yoda: Qui-gon's defiance, I sense in all three of you.........

(He thinks for a moment, then resigns to their united front)

Yoda: Agree, the council does........Your Padawan, Obi-wan, Anakin will be. But on condition he leaves
Naboo. Distracts and spoils him from his training, I sense it does........Train Barriss, you will continue to
do, Luminara. But on condition, YOU must be, to meditate on Jedi Code and the Council's wisdom.
Impart that wisdom to headstrong Barriss, you must do......

Luminara: Yes, Master.

(Yoda looks at Dooku for a moment)

Yoda: Leave us, both of you.

(Obi-wan and Luminara bow and exit without response. Dooku continues to look at his old master,
staring at Yoda)

Yoda: This young Senator, problem you have heaped on us. Trained against the code, he has been.
Training others against the code, you have done.

Dooku: They are all excellent students. Conradin is not reckless like Skywalker........

Yoda: Ahh, but Jedi student, Skywalker is. Good student or not......Young Conradin is a politician.
Agenda of his homeworld he must follow, not Jedi code.

Dooku: But he has influence AND Jedi knowledge. If we had more Jedi with such influence we could
keep peace on THOUANDS of worlds!

Yoda: Jedi Code has kept peace, a Thousand years it has. No. Break this code, disaster it could
create, No use of Force powers......EVER....no use of forbidden studies......Light sabre, he and the
others must give up.....

Dooku: Sabre training sharpens his skills! His quick thinking-

Yoda: -Same results with meditations, he can get. No, Master Dooku. Too many changes, too fast with
these new ideas. The Dark side, your ambition leads.

Dooku: Master, if he is the Chosen One, he will NEED all the training he can get!

Yoda: Training for Chosen One, he will not get. Chosen One, he is not. Forbidden, Sabre training will
be.

Dooku: Preposterous! He MIGHT BE-

Yoda: Council's wisdom, seen it, we have. Studied each student, we have. Conradin's future clouded
by darkness. Ambition in his heart, yes. Reckless, though Barriss and Anakin may be.......qualified,
they are for proper conditions.
Dooku: Conradin can find the ones responsible for Qui-Gon's death! And for Young Poggle's
death......For Sifo-Dyas'!

Yoda: That task, young Skywalker may do, when time is right.

Dooku: (frustrated) *Skywalker*!

(Dooku starts pacing back and forth with frustration. Yoda becomes concerned)

Dooku: He does not have the patience to DO THIS! Obi-wan is a good jedi, but even HE cannot tame
that boy!

Yoda: Closed, matter of Chosen One is. Deaths of Qui-gon and Sifo-Dyas, looked into they shall be.
Poggle's death.....*sigh*.....careful, we must be.

Dooku: Viceroy Gunray can lead us to the Sith Lord who did this.

Yoda: Ahh, but Denial of Sith knowledge, Viceroy has given. No knowledge, no leads. Claims to have
worked alone, he has.

(Dooku's jaw drops at this startling news)

Dooku: HE'S LYING!!!!! Surly you can detect that!!!??

Yoda: Detect many things from him, I do. Doubt *my* abilities, you should not! But evidence.......we
lack. Decide his fate, the Courts will do.

Dooku: we can MAKE him talk!

(Yoda shoots him a shocked look. Dooku furls his brow in despair at the lecture Yoda gives just by
raising an eyebrow and grunting at the dangerous suggestion)

Dooku: My best friend and my greatest student are DEAD. Dead because of a Sith conspiracy that could
destroy us all. I want justice in this affair!

Yoda: Justice, we will get. The courts will have their day with Viceroy. Truth will come out. Then we
will act. Mystery of Sith, we shall solve in proper way. Hasty actions lead to mistakes, mistakes lead to
tragedy, tragedy leads to regret. Judged and punished, he shall be, by the laws of the Republic.

(Dooku turns red with outrage)

Dooku: That could take months! Even YEARS! Gunray will be enjoying a vacation at the expense of
taxpayers and his Trade Franchise will continue to bully small planets like Naboo! I can get justice
NOW-

Yoda: -Tired I am of this repetition. Council's word is final. Procedures will be follwed. Jedi Code, we
will obey. Scandals, we cannot afford. I am sorry, my old padawan. Make this decision lightly, I do
not.

(Dooku stares at him, but calms down)

Dooku: I know. Forgive my outburst. You say that the Viceroy claims to have had no dealings with the
Sith?

Yoda: That is his claim.
Dooku: I understand.

(Dooku turns to leave. Yoda senses something that fills him with distress)

Yoda: Interfere, you cannot. As a Jedi, you enforce the laws. Judge and punish, that is for the courts.
More pain, you must spare yourself from, you must. Dooku, remember our days as Master and
apprentice? Remember them, do you not?

(Dooku stops and turns to Yoda)

Dooku: Yes. I cherish every memory, every struggle, every victory.

Yoda: Remember what Yoda has told you time after time? Catch you, I will, when you stumble. A
promise to you, I have made. Always here for you, I am. Spare yourself from pain, you must.

Dooku: I have felt the pain of three lifetimes in a day! Qui-gon was like a son.....Conradin is like a son.
The students, they are my children! Sifo-Dyas......

(Dooku looks away, trying to stay composed)

Dooku: .....A truer friend no one could ask for. They were my family! A family I am forbidden to have!!
Do you know what it is to have a family to love? How many friends and family have you loved and lost in
800 years, Master?

Yoda: Ask that question, you need not. Miss them all, I do. Mourn them, I do not. Neither should you
mourn, my old Padawan. They are one with the Force. They are at peace.

Dooku: There can be no peace until justice is served!

Yoda: Justice is not for you to decide in these matters. Follow the Jedi code, you must.

Dooku: If the code is all that stays my hand in this.......then I renounce it!

(Yoda gasps as Dooku storms out of the room without looking back)


(CU of Dooku as he enters the great halls within the palace. His footsteps echo in the vast corridor with
an angry urgent stride. CU of Dooku as he walks. A black figure follows him secretly. A shadowy
hooded figure creepily crawls along the wall near him, unseen, unheard. It whispers to him)

Tyrannus: So much pain......so much death.....

(Dooku scratches his ear and stops. He looks confused. He doesn't "hear" the whispers, yet he senses
that something is not right. Tyrannus continues to taunt him)

Tyrannus: They have shamed you......let your friends die......your students will never become Jedi......And
Anakin.....

(Dooku becomes agitated as he continues walking down the eternally long hall. He almost becomes
angry when Tyrannus says Anakin's name)

Tyrannus: He cannot stop the Sith Lord.......You must do it. Gunray knows......Gunray can lead you to
the Sith!!

(Dooku walks past POV, which focuses on Tyrannus. The Shadowy Tyrannus chuckles as he clings
high on the wall, watching)
(Luminara and Obi-wan watch as Republic guards haul off Nute Gunray and Rune Haako to a Corellian
frigate for incarceration. Palpatine steps next to them. Obi-wan feels uncomfortable for a moment)

Palpatine: A victory for justice, but a bittersweet one.

Obi-wan: It is justice, all the same

Luminara: After so much loss and senseless destruction, I should hope the Trade Federation never
becomes such a threat again.

(Palpatine visibly sighs)

Palpatine: It may take a long time. The court system moves slowly. With Nute Gunray's sizable wealth,
it may move slower. Many will talk the talk for justice, but it's all lip service.

(He particularly leans towards Luminara)

Palpatine: I will do my best, but I cannot garantee swift results. The corruption in the system.....

(She frowns at his *innocent* speculation)

Luminara: You told Queen Amidala you would eradicate the corruption.

(Palpatine continues to smile)

Palpatine: That's true, but I am also realistic. The honeymoon of our victory will be noteworthy for about
six months, then the Congress will balk at our efforts and grow stagnant. The trials for Nute and his gang
might get bogged down. They might spend three, maybe four years going to trial and STILL get off with
a slap to the wrist. Get away completely scot free. Free to go bully some other small planet. But, I
shouldn't concern you all with boring politics. We all know the score. For now, this is a time of
celebration. We will hold the service for the fallen tonite, then a parade tomorrow. Enjoy the good times
while they last.

(Kenobi watches the prisoners steadfastly, a bit tight lipped over the Chancellor's comments. He does
not notice the seed of anger being planted in Luminara. She continues to frown but remains composed.
Luminara stares at the frigate for a moment, then looks down at the ground, silently contemplating. She
leave them to go towards the ship. Obi-wan watches her in suprise)

Obi-wan: Would you excuse me, Chancellor?

Palpatine: Of course.

(wideshot of- Obi-wan follows Luminara from a distance as the walks into the ship and goes towards the
Viceroy's suite. He reaches her in the empty corridor, alarmed when Luminara pulls out her lightsabre
Obi-wan quickly observes that Luminara's lightsabre is poised in such a way to suggest something
dangerous is about to happen.)

Obi-wan: Master.....

Luminara: Young Kenobi.....

(She does not turn to face him)

Obi-wan: What are you doing?
(CU of Luminara's face. A tear falls on her left cheek. Obi-wan cannot see it)

Luminara: For the first time in my life......I can truly say I don't know.

(Obi-wan hears trembling in her voice and goes to stand next to her)

Obi-wan: Master Luminara, I would feel much better if you put your light sabre away.

Luminara: I'm going to go down to meet the Viceroy and I intend to make sure justice happens.

(Obi-wan slowly takes a defensive stand at the door, but remains calm)

Obi-wan: You're not talking about justice.....it's murder.

Luminara: AND WHY NOT???

(Her sudden outburst startles him. The room seems to grow dark despite the brightness of the well lit
hall)

Luminara: After what THEY'VE DONE!!?? They don't deserve to live!! You heard the Chancellor.....the
system will let them go. I could sense the mirth from Gunray's heart. I could feel him mocking me!

(Her voice begins to tremble more, eyes watery. Obi-wan senses great despair)

Luminara: Why should I return to the Temple and meditate like a fool when a gang of thugs are walking
away after......after what they've DONE!? It would only take a minute. No one would blame me. I can
avenge so many deaths and prevent so many more-

Obi-wan: -Luminara.......don't put yourself through this. If you go down there......you go on that path,
there is NO COMING BACK. Grieve for Qui-gonn, and I will join you......try to go to that cell, and I will do
my best to stop you. I will, and so will Barriss.

(She finally faces him at the mention of her padawan. Tears continue to fall. Obi-wan faces her and
gently grabs her shoulders, looking her in the eyes)

Luminara: They have killed the dream I dreamed......

Obi-wan: I know. I know. Fight it. Fight back your urges. Remember the discipline and the code you
have lived by for so many years. We will grieve for him tonite, and I will be by your side.

(Luminara nods her head, tears breaking through her discipline)

Luminara: Forgive me.....

(He hugs her. POV faces her with his back to us)

Obi-wan: Everything will be ok. I will never forget his wit and wisdom. He was a good friend to all of us.

(She smiles at this thought, calming down. She wipes away her tears and thinks of fond yet secret
memories of Qui-gon, an intimacy that went beyond friendship. POV backs away and fades to black.
They leave quietly)
(Cut to-Int. shot of lofty "prison" of Viceroy Gunray's vast suite within the frigate. Another hour has
passed. He is under house arrest, but it is very minimal security. He is, in fact, enjoying a drink with
Rune. A severe noise outside in the hall catches their attention. There are some shouts, laser fire, then
the doors burst open into shreds. Dooku strides in with a deadly serious look. The guards rush towards
him, but he is in no mood to play, launching all of them away into the walls with a wave of his hand)

Dooku: VICEROY GUNRAY!

(Rune cowers behind a sofa. Nute, with shaky hands, calmly puts his drink on the table)

Nute: This is, you realize, a violation-

(Dooku reaches out with his hand, grasping the air in pure anger. Nute's throat becomes constricted)

Dooku: No more games. No more lies. You will tell the Senate all you know about the Sith!

Nute: This is crazy! You have no author-Aak!

(Dooku's mystic grip tightens. A fire of the darkside blazes in his eyes)

Dooku: Who is the Sith lord? Why is he here, now, after a thousand years of quiet? WHY??

Nute: We can't reveal him to the Senate!

Rune: He is powerful! He controls much of the Senate.......Congressmen, lobbyists....maybe even the
Chancellor! It is suicide! He'll KILL us if we talk!

Dooku: I'LL kill you BOTH if you don't!!

Nute: Wait.....*cough* wait.....Let me speak.....

(Dooku releases Nute's throat. Gunray nurses his neck, stunned by Dooku's raw power in the Force)

Nute: His name is....Darth Sidious. He came to us a short time ago, offered us power, wealth.......He
helped make me Viceroy.....He wanted to test our droids on Naboo. The whole thing was a military
exercise-

Dooku: An exercise in galactic conquest! Very bold, but you realize he left you to twist in the wind....left
you to be tried....alone.....

(Nute shakes his head)

Nute: He controls the courts......I will be under house arrest for a while, but the taxation of trade routes
imposed by Senator Palpatine are already being reversed by the Senate, thanks to Sidious. Even if I go
on trial, I will a free man soon. Free and wealthy.

Dooku: Are you willing to bet your franchise on it? You know too much! Darth Sidious can easily kill
you as free you.

(Rune and Nute look at each other will unease)

Nute: What do you suggest we do?

Dooku: You're going to help me put an end to Sidious....and the corruption he wields in the Senate.

Rune: What? You are just a Jedi!
Dooku: As of one hour ago, I have resigned from the order, free to do as I please. Sidious is obviously
using them as well!

Nute: It can't be! Impossible.

Dooku: In one week, I return to my home on Serenno, to claim my rightful family inheritance. I will be
Count Dooku. I will arrange to get you out of this legal mess. Then.....

Nute: Then?

Dooku: You are going to help me to DESTROY THE SITH!

(Nute took a step back in sudden fear at the fanatacism in Dooku's eyes. By the door, the shadowy
figure of Tyrannus remained unseen, hissing to himself)

Tyrannus: And when Sidious is destroyed........The TRUE Sith will emerge and conquer!




(That night, a great funeral is held in an elaborate shrined gazebo. A pyre burns in memory of the fallen.
Everyone is gathered in silence as a chorus of Naboo singers chant a durge from the darkness outside.
CU of Conradin, Vlad and Nyssa)

Vlad: I heard that Master Dooku resigned from the Jedi. The dream is dead.

Hadranus: It's never dead. We proved ourselves to be Jedi on that field. Nobody can take that away
from us.

Nyssa: I just wish he could have stayed long enough to say goodbye.

Hadranus: Give him time. We'll see him again. What will you do in the meantime?

Vlad: Nowhere else to go, really. Nyssa, Aviva and I will stay here on Naboo. We can help rebuild, and
maybe find some solice. Kurwa's going home, so is Paleo-Logus. At least we'll get to see Septime at
the palace once in a while.

Hadranus: What about Ventress?

Nyssa: Pfft, who knows. She's gone like the wind, and I'm not sad to see her go. She wouldn't even
pay respects to our little brother Poggle!



(CU of Anakin and Obi-wan)

Anakin: What happens now?

Obi-wan: I will help finish your training. You will become a Jedi Knight.

Anakin: Will we be staying on Naboo? After all, I AM the Queen's chief bodyguard......

Obi-wan: No, we will leave for the Temple for a year. Then, we will have our pilgrimage, where you will
complete your training.
(Anakin looks off to Padme and frowns, but he stays quiet)


(CU of Yoda and Mace)

Mace: It has been confirmed, the attacker WAS a Sith.

Yoda: Yes......a Sith. Always two, there are. No more, no less. A Master, and an apprentice

Mace: But which one did we destroy? The Master.....or the apprentice?

(POV pans to Chancellor Palpatine. He stares into the pyre. Scene fades to black)




Cut to- The Palace hangar bay. "Only Time" by Enya plays. Dooku quietly walks to a shuttle to leave.
A voice suprises him from behind)

Assajj: Leaving so soon? You are missing the funeral.

Dooku: I will remember my friends in my own way. Why are you still here? You should go, like the
others. There is no future with me, or the project.

Assajj: You still have much to teach.

Dooku: What's the point? You will never become a Jedi. Now, leave me.

Assajj: I have nowhere else to go! Except with you.

(He looks at her somberly. She walks up to him)

Dooku: I go to face my Destiny fighting the Sith. It is a fight I may lose in the end. I have failed those who
mattered most. I have nothing left to offer except a bunch of dull memories.

Assajj: No. You have the power and wisdom Yoda is afraid to use. You have the boldness of a hundred
young lions to change the galaxy. They have killed the dream you dreamed. All that's left.....is revenge!

(He sees the fire in her eyes, and feels a sense of renewed purpose)

Dooku: No, not revenge. But a new determination to save the Republic from itself, and destroy the Sith.
Assajj....

Assajj: Yes, Master.

Dooku: We go on our greatest journey. One that will be tedious, dangerous and will change our futures.
Are you certain you wish to continue with me? I leave for Sorenno tonight, there will be no coming back
to this old life.

(She stands face to face with him)

Assajj: I have no purpose without you, Master. I had no life on Rattatak, no hope on Geonosis until you
rescued me. My life begins when I board this shuttle, here and now.

Dooku: So be it, Assajj Ventress. Who can say where the road goes, or where the day flows. Only tme.
(They board the shuttle and launch into the night. Scene fades to black. Music ends)




                                                                        EPILOGUE


(Scene opens to a bright celebration in the center of Theed. "Olympic Spirit" by John Williams plays. A
parade of Gungan warriors march towards the palace, escorting the Crystal Orb of Peace. The Citizens
cheer as Naboo fighters fly overhead in formation. The parade goes all the way to the steps of Theed
palace. Facing the crowd is the picturesque tableau of Amidala and Boss Nass, flanked by Captains
Tarpals and Panaka, Jar-Jar, Anakin, Obi-wan, Luminara, Barriss, R2-D2, C3PO, R5-D4, Senators
Hadranus and Palpatine. The Peace offering, the Crystal Orb, is brought to Queen Amidala. She
presents it to Boss Nass in a gesture of everlasting friendship)

Nass: PEACE!

(Everyone cheers. Padme smiles at Anakin. He smiles back and blushes. Palpatine glances at them
and smiles in a paternal way)


(music continues as we segue past a montage of scenes showing the year that passes)

(Amidala and Nass signing a trade pact between their peoples)

(Obi-wan and Anakin training in various sabre styles in an open courtyard)

(Luminara and Barriss meditate in the Jedi Temple. Barriss has her eyes closed. Luminara, at one
point, opens her eyes with a look of sadness)

(Dooku trains Assajj rigourously in using both the light and dark Force powers on Serenno)

(Hadranus is giving a speech in the Senate, recieving thunderous applause)

(Padme sends R2-D2 to Anakin with secret hologram messages. R2 is their link to each other now that
they must live seperate lives)

(Captain Panaka shakes hands with Palpatine in a photo-op)

(Septime stands by Queen Amidala during a court function, now a full time Handmaiden)

(Kurwa sits at a desk doing paperwork on Coruscant)
(Paleo-logus watches another sunrise on his homeworld)

(Nyssa stays with Vlad and Aviva in a small house on Naboo. The three of them try to work for a living
doing mundane jobs)

(Sache watches as the young engineer, Nikael Savva, joins the Naboo Royal Navy on the day of the new
fleet's christening. He looks back at her and smiles)

(Anakin talks gently to Padme as he send a communication from a distant world. It is clear that they
miss each other tremendously)

(Dooku makes public speeches to cheering crowds on Planet Raxis Prime against the corruption in the
Senate. Assajj Ventress stands loyally by his side)

(Jango Fett lands on Kimino to fulfill a dark purpose for Darth Sidious)

(Darth Tyranus grins as he stands behind Count Dooku at another Sepratist rally. No one can see him,
however, as he pulls strings of revenge and hate)

(Dooku and Palpatine hold a fierce debate via satellite, a debate watched by hundreds of millions across
the galaxy)

(Workers on Coruscant go on strike in front of the Senate, protesting the corruption of several officials.
Palpatine, Padme and Hadranus watch from a window in dismay)

(A riot breaks out on the city streets of the capital of Planet Mandalore. Thousands of "Pro-Sepratists"
and "Loyalists" smash up the city while Dooku speaks on a big screen above them on a skyscraper)

("Olympic Spirit" concludes with Assajj Ventress and Obi-wan Kenobi facing each other when she
disrupts a treaty negotiation on Alderaan with hundreds of protesters. They charge each other, pull their
lightsabres and clash. The moment freezes. POV backs away, showing a tablaeu of the angry
Ventress and the condescending Kenobi face to face, surrounded by horrified diplomats and outraged
citizens. Fade to credits and regular Star Wars music)
BONUS SCENE

Fade open to- A dark sterile room

(A horrible, heavy "vader-ish" breathing can be heard. Music turns evil)

Tyranus: General Grievous.........

Grievous: Yes, my Master?

Tyranus: ......RISE.......

(The Cyborg, General Grievous, is lifted up on a table into the upright position. His skull-like head made
of cold metal, he stares straight us with dull, vengeful yellow eyes. Scene and evil music ends ends)

								
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